(Slip Opinion)              OCTOBER TERM, 2023                                       1

                                       Syllabus

         NOTE: Where it is feasible, a syllabus (headnote) will be released, as is
       being done in connection with this case, at the time the opinion is issued.
       The syllabus constitutes no part of the opinion of the Court but has been
       prepared by the Reporter of Decisions for the convenience of the reader.
       See United States v. Detroit Timber & Lumber Co., 

.


SUPREME COURT OF THE UNITED STATES

                                       Syllabus

HARRINGTON, UNITED STATES TRUSTEE, REGION 2
        v. PURDUE PHARMA L. P. ET AL.

CERTIORARI TO THE UNITED STATES COURT OF APPEALS FOR
                 THE SECOND CIRCUIT

    No. 23–124.      Argued December 4, 2023—Decided June 27, 2024
Between 1999 and 2019, approximately 247,000 people in the United
  States died from prescription-opioid overdoses. Respondent Purdue
  Pharma sits at the center of that crisis. Owned and controlled by the
  Sackler family, Purdue began marketing OxyContin, an opioid pre-
  scription pain reliever, in the mid-1990s. After Purdue earned billions
  of dollars in sales on the drug, in 2007 one of its affiliates pleaded
  guilty to a federal felony for misbranding OxyContin as a less-addic-
  tive, less-abusable alternative to other pain medications. Thousands
  of lawsuits followed. Fearful that the litigation would eventually im-
  pact them directly, the Sacklers initiated a “milking program,” with-
  drawing from Purdue approximately $11 billion—roughly 75% of the
  firm’s total assets—over the next decade.
     Those withdrawals left Purdue in a significantly weakened financial
  state. And in 2019, Purdue filed for Chapter 11 bankruptcy. During
  that process, the Sacklers proposed to return approximately $4.3 bil-
  lion to Purdue’s bankruptcy estate. In exchange, the Sacklers sought
  a judicial order releasing the family from all opioid-related claims and
  enjoining victims from bringing such claims against them in the fu-
  ture. The bankruptcy court approved Purdue’s proposed reorganiza-
  tion plan, including its provisions concerning the Sackler discharge.
  But the district court vacated that decision, holding that nothing in
  the law authorizes bankruptcy courts to extinguish claims against
  third parties like the Sacklers, without the claimants’ consent. A di-
  vided panel of the Second Circuit reversed the district court and re-
  vived the bankruptcy court’s order approving a modified reorganiza-
  tion plan.
Held: The bankruptcy code does not authorize a release and injunction
2               HARRINGTON v. PURDUE PHARMA L. P.

                                   Syllabus

    that, as part of a plan of reorganization under Chapter 11, effectively
    seek to discharge claims against a nondebtor without the consent of
    affected claimants. Pp. 7–19.
       (a) When a debtor files for bankruptcy, it “creates an estate” that
    includes virtually all the debtor’s assets. 

(a). Under
    Chapter 11, the debtor must develop a reorganization plan governing
    the distribution of the estate’s assets and present it to the bankruptcy
    court for approval. §§1121, 1123, 1129, 1141. A bankruptcy court’s
    order confirming a reorganization plan “discharges the debtor” of cer-
    tain pre-petition debts. §1141(d)(1)(A). In this case, the Sacklers have
    not filed for bankruptcy or placed all their assets on the table for dis-
    tribution to creditors, yet they seek what essentially amounts to a dis-
    charge. No provision of the code authorizes that kind of relief. Pp. 7–
    17.
         (1) Section 1123(b) addresses the kinds of provisions that may be
    included in a Chapter 11 plan. That section contains five specific par-
    agraphs, followed by a catchall provision. The first five paragraphs all
    concern the debtor’s rights and responsibilities, as well as its relation-
    ship with its creditors. The catchall provides that a plan “may” also
    “include any other appropriate provision not inconsistent with the ap-
    plicable provisions of this title.” All agree that the first five para-
    graphs do not authorize the Sackler discharge. But, according to the
    plan proponents and the Second Circuit, paragraph (6) broadly per-
    mits any term not expressly forbidden by the code so long as a judge
    deems it “appropriate.” Because provisions like the Sackler discharge
    are not expressly prohibited, they reason, paragraph (6) necessarily
    permits them. That is not correct. When faced with a catchall phrase
    like paragraph (6), courts do not necessarily afford it the broadest pos-
    sible construction it can bear. Epic Systems Corp. v. Lewis, 

. Instead, we generally appreciate that the catchall must be
    interpreted in light of its surrounding context and read to “embrace
    only objects similar in nature” to the specific examples preceding it.
    

 Here, each of the preceding paragraphs concerns the rights and
    responsibilities of the debtor; and they authorize a bankruptcy court
    to adjust claims without consent only to the extent such claims concern
    the debtor. While paragraph (6) doubtlessly confers additional author-
    ities on a bankruptcy court, it cannot be read under the canon of
    ejusdem generis to endow a bankruptcy court with the “radically dif-
    ferent” power to discharge the debts of a nondebtor without the con-
    sent of affected claimants. Epic Systems Corp., 

. And
    while the dissent reaches a contrary conclusion, it does so only by ele-
    vating its view of the bankruptcy code’s purported purpose over the
    text’s clear focus on the debtor. Pp. 7–13.
                   Cite as: 

 (2024)                      3

                              Syllabus

      (2) The code’s statutory scheme further forecloses the Sackler dis-
charge. The code generally reserves discharge for a debtor who places
substantially all of their assets on the table. §1141(d)(1)(A); see also
§541(a). And, ordinarily, it does not include claims based on “fraud” or
those alleging “willful and malicious injury.” §§523(a)(2), (4), (6). The
Sackler discharge defies these limitations. The Sacklers have not filed
for bankruptcy, nor have they placed virtually all their assets on the
table for distribution to creditors. Yet, they seek an order discharging
a broad sweep of present and future claims against them, including
ones for fraud and willful injury. In all of these ways, the Sacklers
seek to pay less than the code ordinarily requires and receive more
than it normally permits. Contrary to the dissent’s suggestion, plan
proponents cannot evade these limitations simply by rebranding their
discharge a “release.” Pp. 13–16.
      (3) History offers a final strike against the plan proponents’ con-
struction of §1123(b)(6). Pre-code practice, we have said, may some-
times inform the meaning of the code’s more “ambiguous” provisions.
RadLAX Gateway Hotel, LLC v. Amalgamated Bank, 

. And every bankruptcy law cited by the parties and their amici—
from 1800 until the enactment of the present bankruptcy code in
1978—generally reserved the benefits of discharge to the debtor who
offered a “fair and full surrender of [its] property.” Sturges v. Crown-
inshield, 

. Had Congress meant to reshape tradi-
tional practice so profoundly in the present bankruptcy code, extend-
ing to courts the capacious new power the plan proponents claim, one
might have expected it to say so expressly “somewhere in the [c]ode
itself.” Dewsnup v. Timm, 

. Pp. 16–17.
   (b) In the end, the plan proponents default to policy. The Sacklers,
they say, will not return any funds to Purdue’s estate unless the bank-
ruptcy court grants them the sweeping nonconsensual release and in-
junction they seek. Without the Sackler discharge, they predict, vic-
tims will be left without any means of recovery. But the U. S. Trustee
disagrees. As he tells it, the potentially massive liability the Sacklers
face may induce them to negotiate for consensual releases on terms
more favorable to all the claimants. In addition, the Trustee warns, a
ruling for the Sacklers would provide a roadmap for tortfeasors to mis-
use the bankruptcy system in future cases. While both sides may have
their points, this Court is the wrong audience for such policy disputes.
Our only proper task is to interpret and apply the law; and nothing in
present law authorizes the Sackler discharge. Pp. 17–19.
   (c) Today’s decision is a narrow one. Nothing in the opinion should
be construed to call into question consensual third-party releases of-
fered in connection with a bankruptcy reorganization plan. Nor does
the Court express a view on what qualifies as a consensual release or
4              HARRINGTON v. PURDUE PHARMA L. P.

                                 Syllabus

    pass upon a plan that provides for the full satisfaction of claims
    against a third-party nondebtor. Additionally, because this case in-
    volves only a stayed reorganization plan, the Court does not address
    whether its reading of the bankruptcy code would justify unwinding
    reorganization plans that have already become effective and been sub-
    stantially consummated. Confining ourselves to the question pre-
    sented, the Court holds only that the bankruptcy code does not author-
    ize a release and injunction that, as part of a plan of reorganization
    under Chapter 11, effectively seeks to discharge claims against a non-
    debtor without the consent of affected claimants. Because the Second
    Circuit held otherwise, its judgment is reversed and the case is re-
    manded for further proceedings consistent with this opinion. P. 19.

, reversed and remanded.

  GORSUCH, J., delivered the opinion of the Court, in which THOMAS,
ALITO, BARRETT, and JACKSON, JJ., joined. KAVANAUGH, J., filed a dis-
senting opinion, in which ROBERTS, C. J., and SOTOMAYOR and KAGAN,
JJ., joined.
                        Cite as: 

 (2024)                              1

                             Opinion of the Court

     NOTICE: This opinion is subject to formal revision before publication in the
     United States Reports. Readers are requested to notify the Reporter of
     Decisions, Supreme Court of the United States, Washington, D. C. 20543,
     [email protected], of any typographical or other formal errors.


SUPREME COURT OF THE UNITED STATES
                                   _________________

                                   No. 23–124
                                   _________________


     WILLIAM K. HARRINGTON, UNITED STATES
        TRUSTEE, REGION 2, PETITIONER v.
           PURDUE PHARMA L. P., ET AL.
 ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF
           APPEALS FOR THE SECOND CIRCUIT
                                 [June 27, 2024]

   JUSTICE GORSUCH delivered the opinion of the Court.
   The bankruptcy code contains hundreds of interlocking
rules about “ ‘the relations between’ ” a “ ‘debtor and [its]
creditors.’ ” Wright v. Union Central Life Ins. Co., 

, 513–514 (1938). But beneath that complexity lies a
simple bargain: A debtor can win a discharge of its debts if
it proceeds with honesty and places virtually all its assets
on the table for its creditors. The debtor in this case, Pur-
due Pharma L. P., filed for bankruptcy after facing a wave
of litigation for its role in the opioid epidemic. Purdue’s
long-time owners, members of the Sackler family, con-
fronted a growing number of suits too. But instead of de-
claring bankruptcy, they chose a different path. From the
court overseeing Purdue’s bankruptcy, they sought and won
an order extinguishing vast numbers of existing and poten-
tial claims against them. They obtained all this without
securing the consent of those affected or placing anything
approaching their total assets on the table for their credi-
tors. The question we face is whether the bankruptcy code
authorizes a court to issue an order like that.
2           HARRINGTON v. PURDUE PHARMA L. P.

                      Opinion of the Court

                                I
                                A
   The opioid epidemic represents “one of the largest public
health crises in this nation’s history.” In re Purdue Pharma
L. P., 

, 56 (CA2 2023). Between 1999 and 2019,
approximately 247,000 people in the United States died
from prescription-opioid overdoses. In re Purdue Pharma
L. P., 

, 44 (SDNY 2021). The U. S. Department
of Health and Human Services estimates that the opioid ep-
idemic has cost the country between $53 and $72 billion an-
nually. 

   Purdue sits at the center of these events. In the mid-
1990s, it began marketing OxyContin, an opioid
prescription pain reliever. 69 F. 4th, at 56. Because of the
addictive quality of opioids, doctors had traditionally
reserved their use for cancer patients and those “with
chronic diseases.” 635 B. R., at 42. But OxyContin, Purdue
claimed, had a novel “time-release” formula that greatly
diminished the threat of addiction. Ibid. On that basis,
Purdue marketed OxyContin for use in “ ‘a much broader
range’ ” of applications, including as a “ ‘first-line therapy
for the treatment of arthritis.’ ” Ibid.
   Purdue was a “ ‘family company,’ ” owned and controlled
by the Sacklers. Id., at 40. Members of the Sackler family
served as president and chief executive officer; they
dominated the board of directors; and they “were heavily
involved” in the firm’s marketing strategies. 69 F. 4th, at
86 (Wesley, J., concurring in judgment). They “pushed
sales targets,” too, and “accompanied sales representatives
on ‘ride along’ visits to health care providers” in an effort to
maximize OxyContin sales. 635 B. R., at 50.
   Quickly, OxyContin became “ ‘the most prescribed brand-
name narcotic medication’ ” in the United States. Id., at 43.
Between 1996 and 2019, “Purdue generated approximately
$34 billion in revenue . . . , most of which came from Oxy-
Contin sales.” Id., at 39. The company’s success propelled
                  Cite as: 

 (2024)            3

                      Opinion of the Court

the Sacklers onto lists “of the top twenty wealthiest families
in America,” with an estimated net worth of $14 billion. 

.
   Eventually, however, the firm came under scrutiny. In
2007, a Purdue affiliate pleaded guilty to a federal felony
for misbranding OxyContin as “ ‘less addictive’ ” and “ ‘less
subject to abuse . . . than other pain medications.’ ” 

. Thousands of civil lawsuits followed as individuals,
families, and governments within and outside the United
States sought damages from Purdue and the Sacklers for
injuries allegedly caused by their deceptive marketing prac-
tices. 69 F. 4th, at 60.
   Appreciating this litigation “would eventually impact
them directly,” id., at 59, the Sacklers began what one fam-
ily member described as a “ ‘milking’ program,” 635 B. R.,
at 57. In the years before the 2007 plea agreement, Pur-
due’s distributions to the Sacklers represented less than
15% of its annual revenue. Ibid. After the plea agreement,
the Sacklers began taking as much as 70% of the company’s
revenue each year. Ibid. Between 2008 and 2016, the fam-
ily’s distributions totaled approximately $11 billion, drain-
ing Purdue’s total assets by 75% and leaving it in “a signif-
icantly weakened financial” state. 69 F. 4th, at 59. The
Sacklers diverted much of that money to overseas trusts
and family-owned companies. 635 B. R., at 71.
                               B
  In 2019, Purdue filed for Chapter 11 bankruptcy. Mem-
bers of the Sackler family saw in that development an op-
portunity “to get [their own] goals accomplished.” In re Pur-
due Pharma L. P., No. 19–23649 (Bkrtcy. Ct. SDNY, Aug.
18, 2021), ECF Doc. 3599, p. 35 (testimony of David Sack-
ler). They proposed to return to Purdue’s bankruptcy estate
$4.325 billion of the $11 billion they had withdrawn from
the company in recent years. 69 F. 4th, at 61. But they
offered to do so only through payments spread out over a
4          HARRINGTON v. PURDUE PHARMA L. P.

                     Opinion of the Court

decade. Id., at 60. And, in return, they sought the estate’s
agreement on, and a judicial order addressing, two matters.
First, the Sacklers wanted to extinguish any claims the es-
tate might have against family members, including for
fraudulently transferring funds from Purdue in the years
preceding its bankruptcy. In re Purdue Pharma L. P., 

, 83–84 (Bkrtcy. Ct. SDNY 2021). Second, the Sack-
lers wanted to end the growing number of lawsuits against
them brought by opioid victims (the Sackler discharge).

  The Sackler discharge they proposed comprised a release
and an injunction. The release sought to void not just cur-
rent opioid-related claims against the family, but future
ones as well. It sought to ban not just claims by creditors
participating in the bankruptcy proceeding, but claims by
anyone who might otherwise sue Purdue. It sought to ex-
tinguish not only claims for negligence, but also claims for
fraud and willful misconduct. 

. And it proposed
to end all these lawsuits without the consent of the opioid
victims who brought them. To enforce this release, the
Sacklers sought an injunction “forever stay[ing], re-
strain[ing,] and enjoin[ing]” claims against them. 

. That injunction would not just prevent suits against
the company’s officers and directors but would run in favor
of hundreds, if not thousands, of Sackler family members
and entities under their control. 

 at 117–190.
  Purdue agreed to these terms and included them in the
reorganization plan it presented to the bankruptcy court for
approval. In that plan, Purdue further proposed to reor-
ganize as a “public benefit” company dedicated primarily to
opioid education and abatement efforts. 633 B. R., at 74.
As for individual victims harmed by the company’s prod-
ucts, Purdue offered, with help from the Sacklers’ antici-
pated contribution, to provide payments from a base
amount of $3,500 up to a ceiling of $48,000 (for the most
dire cases, and all before deductions for attorney’s fees and
                  Cite as: 

 (2024)            5

                      Opinion of the Court

other expenses). See 1 App. 557–559, 573–585; 6 App. in
No. 22–110 etc. (CA2), p. 1697. For those receiving more
than the base amount, payments would come in install-
ments spread over as many as 10 years. 7 

.
   Creditors were polled on the proposed plan. Though most
who returned ballots supported it, fewer than 20% of eligi-
ble creditors participated. 21 

. Thousands
of opioid victims voted against the plan too, and many
pleaded with the bankruptcy court not to wipe out their
claims against the Sacklers without their consent. 635
B. R., at 35. “Our system of justice,” they wrote, “demands
that the allegations against the Sackler family be fully and
fairly litigated in a public and open trial, that they be
judged by an impartial jury, and that they be held account-
able to those they have harmed.” In re Purdue Pharma
L. P., No. 7:21–cv–07532 (SDNY, Oct. 25, 2021), ECF Doc.
94, p. 21 (internal quotation marks omitted). The U. S.
Trustee, charged with promoting the integrity of the bank-
ruptcy system for all stakeholders, joined in these objec-
tions. So did eight States, the District of Columbia, the city
of Seattle, and various Canadian municipalities and Tribes,
each of which sought to pursue its own claims against the
Sacklers. 635 B. R., at 35.
                               C
  The bankruptcy court rejected the objectors’ arguments
and entered an order confirming the plan, including its pro-
visions related to the Sackler discharge. 633 B. R., at 95–
115. Soon, however, the district court vacated that decision.
Nothing in the law, that court held, authorized the bank-
ruptcy court to extinguish claims against the Sacklers with-
out the consent of the opioid victims who brought them. 635
B. R., at 115.
  After that setback, plan proponents, including Purdue,
members of the Sackler family, and various creditors, ap-
6            HARRINGTON v. PURDUE PHARMA L. P.

                        Opinion of the Court

pealed to the Second Circuit. While their appeal was pend-
ing, they also floated a new proposal. Now, they said, the
Sacklers were willing to contribute an additional $1.175 to
$1.675 billion to Purdue’s estate if the eight objecting States
and the District of Columbia would withdraw their objec-
tions to the firm’s reorganization plan. 69 F. 4th, at 67. The
Sacklers’ proposed contribution still fell well short of the
$11 billion they received from the company between 2008
and 2016. Nor did it begin to reflect the earnings the Sack-
lers have enjoyed from that sum over time. And the pro-
posed contribution would still come in installments spread
over many years. But the new proposal was enough to per-
suade the States and the District of Columbia to drop their
objections to the plan, even as a number of individual vic-
tims, the Canadian creditors, and the U. S. Trustee per-
sisted in theirs.
   Ultimately, a divided panel of the Second Circuit re-
versed the district court and revived the bankruptcy court’s
order approving the estate’s (now-modified) reorganization
plan. Writing separately, Judge Wesley acknowledged that
a bankruptcy court enjoys broad authority to modify debtor-
creditor relations. But, he argued, nothing in the bank-
ruptcy code grants a bankruptcy court the “extraordinary”
power to release and enjoin claims against a third party
without the consent of the affected claimants. Id., at 89
(opinion concurring in judgment). The majority’s contrary
view, he added, “pin[ned the Second] Circuit firmly on one
side of a weighty issue that, for too long, has split the courts
of appeals.” Id., at 90.
   After the Second Circuit ruled, the U. S. Trustee filed an
application with this Court to stay its decision. We granted
the application and, treating it as a petition for a writ of
certiorari, agreed to take this case to resolve the circuit split
Judge Wesley highlighted. 

 (2023).1
——————
 1 For examples of decisions on both sides of the split, compare In re
                    Cite as: 

 (2024)                   7

                         Opinion of the Court

                               II
   The plan proponents and U. S. Trustee agree on certain
foundational points. When a debtor files for bankruptcy, it
“creates an estate” that includes virtually all the debtor’s
assets. 

(a). Under Chapter 11, the debtor
can work with its creditors to develop a reorganization plan
governing the distribution of the estate’s assets; it must
then present that plan to the bankruptcy court and win its
approval. §§1121, 1123, 1129, 1141. Once the bankruptcy
court issues an order confirming the plan, that document
binds the debtor and its creditors going forward—even
those who did not assent to the plan. §1141(a).
   Most relevant here, a bankruptcy court’s order confirm-
ing a plan “discharges the debtor from any debt that arose
before the date of such confirmation,” except as provided in
the plan, the confirmation order, or the code.
§1141(d)(1)(A). That discharge not only releases or “void[s]
any past or future judgments on the” discharged debt; it
also “operat[es] as an injunction . . . prohibit[ing] creditors
from attempting to collect or to recover the debt.” Tennessee
Student Assistance Corporation v. Hood, 

(2004) (citing §§524(a)(1), (2)). Generally, however, a dis-
charge operates only for the benefit of the debtor against its
creditors and “does not affect the liability of any other en-
tity.” §524(e).
   The Sacklers have not filed for bankruptcy and have not
placed virtually all their assets on the table for distribution
to creditors, yet they seek what essentially amounts to a

——————
Pacific Lumber Co., 

 (CA5 2009); In re Lowenschuss, 

 (CA9 1995); In re Western Real Estate Fund, Inc., 

 (CA10 1990), with In re Millennium Lab Holdings II, LLC, 

 (CA3 2019); In re Seaside Engineering & Surveying, Inc., 

 (CA11 2015); In re Airadigm Communications, Inc., 

(CA7 2008); In re Dow Corning Corp., 

 (CA6 2002); In re A.
H. Robins Co., 

 (CA4 1989).
8          HARRINGTON v. PURDUE PHARMA L. P.

                      Opinion of the Court

discharge. They hope to win a judicial order releasing pend-
ing claims against them brought by opioid victims. They
seek an injunction “permanently and forever” foreclosing
similar suits in the future. 

. And they seek all
this without the consent of those affected. The question we
face thus boils down to whether a court in bankruptcy may
effectively extend to nondebtors the benefits of a Chapter
11 discharge usually reserved for debtors.
                            A
  For an answer, we turn to §1123. It addresses the “[c]on-
tents”—or terms—of the bankruptcy reorganization plan a
debtor presents and a court approves in Chapter 11 pro-
ceedings. Some plan terms are mandatory, §1123(a); others
are optional, §1123(b). No one suggests that anything like
the Sackler discharge must be included in a debtor’s reor-
ganization plan. Instead, plan proponents contend, it is a
provision a debtor may include and a court may approve in
a reorganization plan.
  Section 1123(b) governs that question. It directs that a
plan “may”:
       “(1) impair or leave unimpaired any class of claims,
    secured or unsecured, or of interests;
       “(2) . . . provide for the assumption, rejection, or as-
    signment of any executory contract or unexpired lease
    of the debtor not previously rejected under [§365];
       “(3) provide for—
       “(A) the settlement or adjustment of any claim or in-
    terest belonging to the debtor or to the estate; or
       “(B) the retention and enforcement by the debtor, by
    the trustee, or by a representative of the estate ap-
    pointed for such purpose, of any such claim or interest;
       “(4) provide for the sale of all or substantially all of
    the property of the estate, and the distribution of the
    proceeds of such sale among holders of claims or inter-
    ests;
                      Cite as: 

 (2024)                        9

                           Opinion of the Court

       “(5) modify the rights of holders of secured claims,
     other than a claim secured only by a security interest
     in real property that is the debtor’s principal residence,
     or of holders of unsecured claims, or leave unaffected
     the rights of holders of any class of claims; and
       “(6) include any other appropriate provision not in-
     consistent with the applicable provisions of this title.”
   We can easily rule out the first five of these paragraphs
as potential sources of legal authority for the Sackler dis-
charge. They permit a plan to address claims and property
belonging to a debtor or its estate. §§1123(b)(2), (3), (4).
They permit a plan to modify the rights of creditors who
hold claims against the debtor or its estate. §§1123(b)(1),
(5). But nothing in those paragraphs authorizes a plan to
extinguish claims against third parties, like the Sacklers,
without the consent of the affected claimants, like the opi-
oid victims. If authority for the Sackler discharge can be
found anywhere, it must be found in paragraph (6). That is
the paragraph on which the Second Circuit primarily rested
its decision below, and it is the one on which plan propo-
nents pin their case here.2
   As the plan proponents see it, paragraph (6) allows a
——————
  2 The Sacklers suggest that, if 

(b) does not permit a

bankruptcy court to release and enjoin claims against a nondebtor with-
out the affected claimants’ consent, §105(a) does. See Brief for Mortimer-
Side Initial Covered Respondents 19 (Brief for Sackler Family). That
provision allows a bankruptcy court to “issue any order, process, or judg-
ment that is necessary or appropriate to carry out the provisions of ” the
bankruptcy code. §105(a). As the Second Circuit recognized, however,
“§105(a) alone cannot justify” the imposition of nonconsensual third-
party releases because it serves only to “ ‘carry out’ ” authorities expressly
conferred elsewhere in the code. 

, 73 (2023) (quoting
§105(a)); see also 2 R. Levin & H. Sommer, Collier on Bankruptcy
¶105.01[1], p. 105–6 (16th ed. 2023). Purdue concedes this point, Brief
for Debtor Respondents 19, n. 5 (Brief for Purdue), as do several other
plan proponents, see, e.g., Brief for Respondent Ad Hoc Committee 29.
Necessarily, then, our focus trains on §1123(b)(6).
10          HARRINGTON v. PURDUE PHARMA L. P.

                      Opinion of the Court

debtor to include in its plan, and a court to order, any term
not “expressly forbid[den]” by the bankruptcy code as long
as a bankruptcy judge deems it “appropriate” and con-
sistent with the broad “purpose[s]” of bankruptcy. 69
F. 4th, at 73–74; post, at 41–42 (KAVANAUGH, J., dissent-
ing). And because the code does not expressly forbid a non-
consensual nondebtor discharge, the reasoning goes, the
bankruptcy court was free to authorize one here after find-
ing it an “appropriate” provision. See Brief for Sackler
Family 19–21; Brief for Purdue 20; post, at 13–15.
   This understanding of the statute faces an immediate ob-
stacle. Paragraph (6) is a catchall phrase tacked on at the
end of a long and detailed list of specific directions. When
faced with a catchall phrase like that, courts do not neces-
sarily afford it the broadest possible construction it can
bear. Epic Systems Corp. v. Lewis, 

(2018). Instead, we generally appreciate that the catchall
must be interpreted in light of its surrounding context and
read to “embrace only objects similar in nature” to the spe-
cific examples preceding it. 

 (internal quotation marks
omitted). So, for example, when a statute sets out a list
discussing “cars, trucks, motorcycles, or any other vehicles,”
we appreciate that the catchall phrase may reach similar
landbound vehicles (perhaps including buses and camper
vans), but it does not reach dissimilar “vehicles” (such as
airplanes and submarines). See McBoyle v. United States,

, 26–27 (1931). This ancient interpretive prin-
ciple, sometimes called the ejusdem generis canon, seeks to
afford a statute the scope a reasonable reader would attrib-
ute to it.
   Viewed with that much in mind, we do not think para-
graph (6) affords a bankruptcy court the authority the plan
proponents suppose. In some circumstances, it may be dif-
ficult to discern what a statute’s specific listed items share
in common. See A. Scalia & B. Garner, Reading Law 207–
                  Cite as: 

 (2024)            11

                      Opinion of the Court

208 (2012). But here an obvious link exists: When Con-
gress authorized “appropriate” plan provisions in para-
graph (6), it did so only after enumerating five specific sorts
of provisions, all of which concern the debtor—its rights and
responsibilities, and its relationship with its creditors.
Doubtless, paragraph (6) operates to confer additional au-
thorities on a bankruptcy court. See United States v. En-
ergy Resources Co., 

 (1990). But the
catchall cannot be fairly read to endow a bankruptcy court
with the “radically different” power to discharge the debts
of a nondebtor without the consent of affected nondebtor
claimants. Epic Systems Corp., 

; see also
RadLAX Gateway Hotel, LLC v. Amalgamated Bank, 

, 645–647 (2012).
   The catchall’s text underscores the point. Congress could
have said in paragraph (6) that “everything not expressly
prohibited is permitted.” But it didn’t. Instead, Congress
set out a detailed list of powers, followed by a catchall that
it qualified with the term “appropriate.” That quintessen-
tially “context dependent” term often draws its meaning
from surrounding provisions. Sossamon v. Texas, 

 (2011). And we know to look to the statute’s pre-
ceding specific paragraphs as the relevant “context” here
because paragraph (6) tells us so. It permits “any other ap-
propriate provision”—that is, “other” than the provisions al-
ready discussed in paragraphs (1) through (5). (Emphasis
added.) Each of those “other” paragraphs authorizes a
bankruptcy court to adjust claims without consent only to
the extent such claims concern the debtor. From this, it
follows naturally that an “appropriate provision” adopted
pursuant to the catchall that purports to extinguish claims
without consent should be similarly constrained. See, e.g.,
Epic Systems Corp., 584 U. S., at 512–513.
   For its part, the dissent does not dispute that the ejusdem
generis canon applies to §1123(b)(6). Post, at 33–34; see
also Brief for Sackler Family 44; Brief for Purdue 23. But
12            HARRINGTON v. PURDUE PHARMA L. P.

                          Opinion of the Court

it disagrees with our application of the canon for two rea-
sons. First, the dissent claims, it “is factually incorrect” to
suggest that all the provisions of §1123(b) concern the
debtor’s rights and responsibilities. Post, at 35. The dissent
points out that a bankruptcy estate may settle creditors’
“derivative claims” against nondebtors under paragraph
(3). Post, at 36. And this “indisputable point,” the dissent
declares, “defeats the Court’s conclusion that §1123(b)’s
provisions relate only to the debtor and do not allow re-
leases of claims that victims and creditors hold against non-
debtors.” Post, at 37; see Brief for Purdue 24–25.
   But that argument contains a glaring flaw. The dissent
neglects why a bankruptcy court may resolve derivative
claims under paragraph (3): It may because those claims
belong to the debtor’s estate. See, e.g., In re Ontos, Inc., 

 (CA1 2007). In a derivative action, the
named plaintiff “is only a nominal plaintiff. The substan-
tive claim belongs to the corporation.” 2 J. Macey, Corpo-
ration Laws §13.20[D], p. 13–140 (2020–4 Supp.). And no
one questions that Purdue may address in its own bank-
ruptcy plan claims “wherever located and by whomever
held,” §541(a)—including those claims derivatively as-
serted by another on its behalf, see §1123(b)(3). The prob-
lem is, the Sackler discharge is nothing like that. Rather
than seek to resolve claims that substantively belong to
Purdue, it seeks to extinguish claims against the Sacklers
that belong to their victims. And precisely nothing in
§1123(b) suggests those claims can be bargained away with-
out the consent of those affected, as if the claims were some-
how Purdue’s own property.3
——————
  3 In an effort to blur this distinction, the dissent points out that the

Sackler discharge covers claims for which Purdue’s conduct is a “legally
relevant factor.” Post, at 34–35 (quoting 69 F. 4th, at 80). But that does
not alter the fact that the Sackler discharge would extinguish the victims’
claims against the Sacklers. Those claims neither belong to Purdue nor
are they asserted against Purdue or its estate. The dissent disregards
                      Cite as: 

 (2024)                      13

                           Opinion of the Court

   Having come up short on the text of §1123(b), the dissent
pivots to the statute’s purpose. Post, at 35. As the dissent
sees it, our application of the ejusdem generis canon should
focus less on the provisions preceding the catchall and more
on the overall “purpose of bankruptcy law” in solving
“collective-action problem[s].” Post, at 5, 35–36; see also
Brief for Purdue 21. But there is an obvious difficulty with
this approach, too. As this Court has long recognized, “[n]o
statute pursues a single policy at all costs.” Bartenwerfer
v. Buckley, 

 (2023). Always, the question we
face is how far Congress has gone in pursuing one policy or
another. See 

 So, yes, bankruptcy law may serve to
address some collective-action problems, but no one (save
perhaps the dissent) thinks it provides a bankruptcy court
with a roving commission to resolve all such problems that
happen its way, blind to the role other mechanisms (legis-
lation, class actions, multi-district litigation, consensual
settlements, among others) play in addressing them. And
here, the five paragraphs that precede the catchall tell us
that bankruptcy courts may have many powers, including
the power to address certain collective-action problems
when they implicate the debtor’s rights and responsibili-
ties. But those directions also indicate that a bankruptcy
court’s powers are not limitless and do not endow it with
the power to extinguish without their consent claims held
by nondebtors (here, the opioid victims) against other non-
debtors (here, the Sacklers).4

——————
these elemental distinctions. See, e.g., post, at 49 (conflating the estate’s
power to settle its own fraudulent transfer claims against the Sacklers
with the power to extinguish those of the victims against the Sacklers).
   4 The dissent characterizes our analysis of paragraph (6) as “breez[y],”

as if the analysis would be correct if only it were belabored. Post, at 34.
And yet it is the dissent that relegates the text of the relevant statute,
§1123(b), to a pair of footnotes bookending a 25-page exposition on collec-
tive-action problems and public policy, one that precedes any effort to
engage with our statutory analysis. See post, at 7, n. 1, 32, n. 5.
14          HARRINGTON v. PURDUE PHARMA L. P.

                      Opinion of the Court

                               B
  When resolving a dispute about a statute’s meaning, we
sometimes look for guidance not just in its immediate terms
but in related provisions as well. See, e.g., Turkiye Halk
Bankasi A. S. v. United States, 

 (2023).
Paragraph (6) itself alludes to this fact by instructing that
any plan term adopted under its auspices must not be “in-
consistent with the applicable provisions of ” the bank-
ruptcy code. Following that direction and looking to Chap-
ter 11 more broadly, we find at least three further reasons
why §1123(b)(6) cannot bear the interpretation the plan
proponents and the dissent would have us give it.
  First, consider what is and who can earn a discharge. As
we have seen, a discharge releases the debtor from its debts
and enjoins future efforts to collect them—even by those
who do not assent to the debtor’s reorganization plan.
§§524(a)(1)–(2), 1129(b)(1), 1141(a). Generally, too, the
bankruptcy code reserves this benefit to “the debtor”—the
entity that files for bankruptcy. §1141(d)(1)(A); accord,
§524(e); see also §§727(a)–(b). The plan proponents and the
dissent’s reading of §1123(b)(6) would defy these rules by
effectively affording to a nondebtor a discharge usually re-
served for the debtor alone.
  Second, notice how the code constrains the debtor. To win
a discharge, again as we have seen, the code generally re-
quires the debtor to come forward with virtually all its as-
sets. §§541(a)(1), 548. Nor is the discharge a debtor re-
ceives unbounded. It does not reach claims based on “fraud”
or those alleging “willful and malicious injury.” §§523(a)(2),
(4), (6). And it cannot “affect any right to trial by jury” a
creditor may have “with regard to a personal injury or
wrongful death tort claim.” 

(a). The plan
proponents and the dissent’s reading of §1123(b)(6) trans-
gresses all these limits too. The Sacklers have not agreed
to place anything approaching their full assets on the table
for opioid victims. Yet they seek a judicial order that would
                      Cite as: 

 (2024)                    15

                          Opinion of the Court

extinguish virtually all claims against them for fraud, will-
ful injury, and even wrongful death, all without the consent
of those who have brought and seek to bring such claims.
In each of these ways, the Sacklers seek to pay less than the
code ordinarily requires and receive more than it normally
permits.
   Finally, there is a notable exception to the code’s general
rules. For asbestos-related bankruptcies—and only for
such bankruptcies—Congress has provided that, “[n]ot-
withstanding” the usual rule that a debtor’s discharge does
not affect the liabilities of others on that same debt, §524(e),
courts may issue “an injunction . . . bar[ring] any action di-
rected against a third party” under certain statutorily spec-
ified circumstances. §524(g)(4)(A)(ii). That the code does
authorize courts to enjoin claims against third parties with-
out their consent, but does so in only one context, makes it
all the more unlikely that §1123(b)(6) is best read to afford
courts that same authority in every context. See, e.g.,
Bittner v. United States, 

 (2023); AMG Cap-
ital Management, LLC v. FTC, 

 (2021).5
   How do the plan proponents and the dissent reply to all
this? Essentially, they ask us to look the other way. What-
ever limits the code imposes on debtors and discharges
mean nothing, they say, because the Sacklers seek a “re-
lease,” not a “discharge.” See, e.g., post, at 46–48. But word
——————
   5 The dissent claims that, in making this observation, we defy §524(g)’s

directive that “[n]othing in [it], or in the amendments made by [its addi-
tion to the bankruptcy code], shall be construed to modify, impair, or su-
persede any other authority the court has to issue injunctions in connec-
tion with an order confirming a plan of reorganization.” 

,
note following 

; see post, at 44–45. That charge misun-
derstands the point. We do not read §524(g) to “impair” or “modify” au-
thority previously available to courts in bankruptcy. To the contrary, we
simply understand §524(g) to illustrate how Congress might proceed if it
intended to confer upon bankruptcy courts a novel and extraordinary
power to extinguish claims against third parties without claimants’ con-
sent. See Czyzewski v. Jevic Holding Corp., 

 (2017).
16          HARRINGTON v. PURDUE PHARMA L. P.

                      Opinion of the Court

games cannot obscure the underlying reality. Once more,
the Sacklers seek greater relief than a bankruptcy dis-
charge normally affords, for they hope to extinguish even
claims for wrongful death and fraud, and they seek to do so
without putting anything close to all their assets on the ta-
ble. Nor is what the Sacklers seek a traditional release, for
they hope to have a court extinguish claims of opioid victims
without their consent. See, e.g., J. Macey, Corporate Gov-
ernance: Promises Kept, Promises Broken 152 (2008) (“set-
tlements are, by definition, consensual”); accord, Firefight-
ers v. Cleveland, 

 (1986). Describe the
relief the Sacklers seek how you will, nothing in the bank-
ruptcy code contemplates (much less authorizes) it.
                              C
  If text and context supply two strikes against the plan
proponents and the dissent’s construction of §1123(b)(6),
history offers a third. When Congress enacted the present
bankruptcy code in 1978, it did “not write ‘on a clean slate.’ ”
Hall v. United States, 

 (2012) (quoting
Dewsnup v. Timm, 

 (1992)). Recognizing
as much, this Court has said that pre-code practice may
sometimes inform our interpretation of the code’s more
“ambiguous” provisions. RadLAX Gateway Hotel, 566
U. S., at 649.
  While we discern no ambiguity in §1123(b)(6) for the rea-
sons explored above, historical practice confirms the lesson
we take from it. Every bankruptcy law the parties and their
amici have pointed us to, from 1800 until 1978, generally
reserved the benefits of discharge to the debtor who offered
a “fair and full surrender of [its] property.” Sturges v.
Crowninshield, 

 (1819); accord, Central
Va. Community College v. Katz, 

, 363–364
(2006); see, e.g., Bankruptcy Act of 1800, §5, 

 (re-
pealed 1803); Act of Aug. 19, 1841, §3, 5 Stat. 442–443 (re-
pealed 1843); Act of Mar. 2, 1867, §§11, 29, 

,
                      Cite as: 

 (2024)                    17

                          Opinion of the Court

531–532 (repealed 1878); Bankruptcy Act of 1898, §§7, 14,

, 550 (repealed 1978). No one has directed us
to a statute or case suggesting American courts in the past
enjoyed the power in bankruptcy to discharge claims
brought by nondebtors against other nondebtors, all with-
out the consent of those affected. Surely, if Congress had
meant to reshape traditional practice so profoundly in the
present bankruptcy code, extending to courts the capacious
new power the plan proponents claim, one might have ex-
pected it to say so expressly “somewhere in the [c]ode itself.”
Dewsnup, 

.6
                              III
  Faced with so many marks against its interpretation of
the law, plan proponents and the dissent resort to a policy
argument. The Sacklers, they remind us, have signaled
that they will not return any funds to Purdue’s estate un-
less the bankruptcy court grants them the sweeping non-
consensual release and injunction they seek. Absent these
concessions, plan proponents and the dissent emphatically
predict, “there will be no viable path” for victims to recover
even $3,500 each. Tr. of Oral Arg. 100; Brief for Sackler
Family 27; see Brief for Respondent Official Committee of
Unsecured Creditors of Purdue Pharma L. P. et al. 45–46;
post, at 4, 21–28, 52–54.
  The U. S. Trustee disputes that assessment. Yes, he
says, reversing the Second Circuit may cause Purdue’s cur-
rent reorganization plan to unravel. But that would also
——————
   6 The dissent declares pre-code practice irrelevant to the task at hand

and insists the power to order nonconsensual releases has been settled
by “decades” of bankruptcy court practice. Post, at 3, 5, 8, 11, 50–51. But
in resisting the notion that pre-code practice may inform our work, the
dissent defies our precedents. And in appealing to “decades” of lower
court practice, the dissent seems to forget why we took this case in the
first place: to resolve a longstanding and deeply entrenched disagree-
ment between lower courts over the legality of nonconsensual third-party
releases. See n. 1, supra.
18            HARRINGTON v. PURDUE PHARMA L. P.

                          Opinion of the Court

mean the Sacklers would face lawsuits by individual vic-
tims, States, other governmental entities, and perhaps even
fraudulent-transfer claims from the bankruptcy estate. So
much legal exposure, the Trustee asserts, may induce the
Sacklers to negotiate consensual releases on terms more fa-
vorable to opioid victims. Brief for Petitioner 47–48. The
Sacklers may “want global peace,” the Trustee acknowl-
edges, but that doesn’t “mea[n] that they wouldn’t pay a lot
for 97.5 percent peace.” Tr. of Oral Arg. 26. After all, the
Trustee reminds us, during the appeal in this very case, the
Sacklers agreed to increase their contribution by more than
$1 billion in order to secure the consent of the eight object-
ing States. If past is prologue, the Trustee says, there may
be a better deal on the horizon.7
  Even putting that aside, the Trustee urges us to consider
the ramifications of this case for others. Nonconsensual
third-party releases, he observes, allow tortfeasors to win
immunity from the claims of their victims, including for
claims (like wrongful death and fraud) they could not dis-
charge in bankruptcy, and do so without placing anything
approaching all of their assets on the table. Endorsing that
maneuver, the Trustee says, would provide a “roadmap for
corporations and wealthy individuals to misuse the bank-
ruptcy system” in future cases “to avoid mass-tort liability.”
Brief for Petitioner 44–45.
  Both sides of this policy debate may have their points.
——————
  7 The parties likewise spar over whether, absent the Sacklers’ dis-

charge, the family could deplete the estate by asserting indemnification
claims against the company. Plan proponents and the dissent point to a
2004 agreement that commits Purdue to cover certain liability and legal
expenses the Sacklers incur. Brief for Purdue 10; post, at 21–24. But
here again, the Trustee sees things differently. He underscores the plan
proponents’ concession that the 2004 agreement “does not apply if a court
determines the Sacklers ‘did not act in good faith.’ ” Reply Brief 16. And,
he adds, bankruptcy courts have a variety of statutory tools at their dis-
posal to disallow or equitably subordinate any potential indemnification
claims the Sacklers might pursue. Ibid. (citing §§502(e)(1)(B), 510(c)(1)).
                  Cite as: 

 (2024)            19

                      Opinion of the Court

But, in the end, we are the wrong audience for them. As
the people’s elected representatives, Members of Congress
enjoy the power, consistent with the Constitution, to make
policy judgments about the proper scope of a bankruptcy
discharge. Someday, Congress may choose to add to the
bankruptcy code special rules for opioid-related bankrupt-
cies as it has for asbestos-related cases. Or it may choose
not to do so. Either way, if a policy decision like that is to
be made, it is for Congress to make. Despite the misimpres-
sion left by today’s dissent, our only proper task is to inter-
pret and apply the law as we find it; and nothing in present
law authorizes the Sackler discharge.
                               IV
   As important as the question we decide today are ones we
do not. Nothing in what we have said should be construed
to call into question consensual third-party releases offered
in connection with a bankruptcy reorganization plan; those
sorts of releases pose different questions and may rest on
different legal grounds than the nonconsensual release at
issue here. See, e.g., In re Specialty Equipment Cos., 

, 1047 (CA7 1993). Nor do we have occasion today to
express a view on what qualifies as a consensual release or
pass upon a plan that provides for the full satisfaction of
claims against a third-party nondebtor. Additionally, be-
cause this case involves only a stayed reorganization plan,
we do not address whether our reading of the bankruptcy
code would justify unwinding reorganization plans that
have already become effective and been substantially con-
summated. Confining ourselves to the question presented,
we hold only that the bankruptcy code does not authorize a
release and injunction that, as part of a plan of reorganiza-
tion under Chapter 11, effectively seeks to discharge claims
against a nondebtor without the consent of affected claim-
ants. Because the Second Circuit ruled otherwise, its judg-
20         HARRINGTON v. PURDUE PHARMA L. P.

                    Opinion of the Court

ment is reversed and the case is remanded for further pro-
ceedings consistent with this opinion.

                                           It is so ordered.
                  Cite as: 

 (2024)            1

                   KAVANAUGH, J., dissenting

SUPREME COURT OF THE UNITED STATES
                          _________________

                           No. 23–124
                          _________________


     WILLIAM K. HARRINGTON, UNITED STATES
        TRUSTEE, REGION 2, PETITIONER v.
           PURDUE PHARMA L. P., ET AL.
 ON WRIT OF CERTIORARI TO THE UNITED STATES COURT OF
           APPEALS FOR THE SECOND CIRCUIT
                         [June 27, 2024]

  JUSTICE KAVANAUGH, with whom THE CHIEF JUSTICE,
JUSTICE SOTOMAYOR, and JUSTICE KAGAN join, dissenting.
  Today’s decision is wrong on the law and devastating for
more than 100,000 opioid victims and their families. The
Court’s decision rewrites the text of the U. S. Bankruptcy
Code and restricts the long-established authority of
bankruptcy courts to fashion fair and equitable relief for
mass-tort victims. As a result, opioid victims are now
deprived of the substantial monetary recovery that they
long fought for and finally secured after years of litigation.
  Bankruptcy seeks to solve a collective-action problem and
prevent a race to the courthouse by individual creditors
who, if successful, could obtain all of a company’s assets,
leaving nothing for all the other creditors. The bankruptcy
system works to preserve a bankrupt company’s limited
assets and to then fairly and equitably distribute those
assets among the creditors—and in mass-tort bankruptcies,
among the victims. To do so, the Bankruptcy Code vests
bankruptcy courts with broad discretion to approve
“appropriate” plan provisions. 

(b)(6).
  In this mass-tort bankruptcy case, the Bankruptcy Court
exercised     that     discretion    appropriately—indeed,
admirably. It approved a bankruptcy reorganization plan
for Purdue Pharma that built up the estate to
2          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

approximately $7 billion by securing a $5.5 to $6 billion
settlement payment from the Sacklers, who were officers
and directors of Purdue. The plan then guaranteed
substantial and equitable compensation to Purdue’s many
victims and creditors, including more than 100,000
individual opioid victims.       The plan also provided
significant funding for thousands of state and local
governments to prevent and treat opioid addiction.
   The plan was a shining example of the bankruptcy
system at work. Not surprisingly, therefore, virtually all of
the opioid victims and creditors in this case fervently
support approval of Purdue’s bankruptcy reorganization
plan. And all 50 state Attorneys General have signed on to
the plan—a rare consensus. The only relevant exceptions
to the nearly universal desire for plan approval are a small
group of Canadian creditors and one lone individual.
   But the Court now throws out the plan—and in doing so,
categorically prohibits non-debtor releases, which have
long been a critical tool for bankruptcy courts to manage
mass-tort bankruptcies like this one. The Court’s decision
finds no mooring in the Bankruptcy Code. Under the Code,
all agree that a bankruptcy plan can nonconsensually
release victims’ and creditors’ claims against a bankrupt
company—here, against Purdue. Yet the Court today says
that a plan can never release victims’ and creditors’ claims
against non-debtor officers and directors of the company—
here, against the Sacklers.
   That is true, the Court says, even when (as here) those
non-debtor releases are necessary to facilitate a fair
settlement with the officers and directors and produce a
significantly larger bankruptcy estate that can be fairly and
equitably distributed among the victims and creditors. And
that is true, the Court also says, even when (as here) those
officers and directors are indemnified by the company.
When officers and directors are indemnified by the
company, a victim’s or creditor’s claim against the non-
                  Cite as: 

 (2024)            3

                   KAVANAUGH, J., dissenting

debtors “is, in essence, a suit against the debtor” that could
“deplete the assets of the estate” for the benefit of only a
few, just like a claim against the company itself. In re
Purdue Pharma L. P., 

, 78 (CA2 2023)
(quotation marks omitted).
  It therefore makes little legal, practical, or economic
sense to say, as the Court does, that the victims’ and
creditors’ claims against the debtor can be released, but
that it would be categorically “inappropriate” to release
their identical claims against non-debtors even when they
are indemnified or when the release generates a significant
settlement payment by the non-debtor to the estate.
  For decades, bankruptcy courts and courts of appeals
have determined that non-debtor releases can be
appropriate and essential in mass-tort cases like this one.
Non-debtor releases have enabled substantial and
equitable relief to victims in cases ranging from asbestos,
Dalkon Shield, and Dow Corning silicone breast implants
to the Catholic Church and the Boy Scouts. As leading
scholars on bankruptcy explain, “the bankruptcy
community has recognized the resolution of mass tort
claims as a widely accepted core function of bankruptcy
courts for decades”—and they emphasize that a “key
feature in every mass tort bankruptcy” has been the non-
debtor release. A. Casey & J. Macey, In Defense of Chapter
11 for Mass Torts, 

, 974, 977 (2023).
  No longer.
  Given the broad statutory text—“appropriate”—and the
history of bankruptcy practice approving non-debtor
releases in mass-tort bankruptcies, there is no good reason
for the debilitating effects that the decision today imposes
on the opioid victims in this case and on the bankruptcy
system at large. To be sure, many Americans have deep
hostility toward the Sacklers. But allowing that animosity
to infect this bankruptcy case is entirely misdirected and
counterproductive, and just piles even more injury onto the
4          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

opioid victims. And no one can have more hostility toward
the Sacklers and a greater desire to go after the Sacklers’
assets than the opioid victims themselves. Yet the victims
unequivocally seek approval of this plan.
  With the current plan now gone and non-debtor releases
categorically prohibited, the consequences will be severe, as
the victims and creditors forcefully explained. Without
releases, there will be no $5.5 to $6 billion settlement
payment to the estate, and “there will be no viable path to
any victim recovery.” Tr. of Oral Arg. 100. And without the
plan’s substantial funding to prevent and treat opioid
addiction, the victims and creditors bluntly described
further repercussions: “more people will die without this
Plan.”     Brief for Respondent Official Committee of
Unsecured Creditors of Purdue Pharma L. P. et al. 55.
  In short: Despite the broad term “appropriate” in the
statutory text, despite the longstanding precedents
approving mass-tort bankruptcy plans with non-debtor
releases like these, despite 50 state Attorneys General
signing on, and despite the pleas of the opioid victims,
today’s decision creates a new atextual restriction on the
authority of bankruptcy courts to approve appropriate plan
provisions. The opioid victims and their families are
deprived of their hard-won relief. And the communities
devastated by the opioid crisis are deprived of the funding
needed to help prevent and treat opioid addiction. As a
result of the Court’s decision, each victim and creditor
receives the essential equivalent of a lottery ticket for a
possible future recovery for (at most) a few of them. And as
the Bankruptcy Court explained, without the non-debtor
releases, there is no good reason to believe that any of the
victims or state or local governments will ever recover
anything. I respectfully but emphatically dissent.
                 Cite as: 

 (2024)            5

                   KAVANAUGH, J., dissenting

                              I
   To map out this dissent for the reader: Part I (pages 5 to
18) discusses why non-debtor releases are often appropriate
and essential, particularly in mass-tort bankruptcies. Part
II (pages 18 to 31) explains why non-debtor releases were
appropriate and essential in the Purdue bankruptcy. Part
III (pages 31 to 52) engages the Court’s contrary arguments
and why I respectfully disagree with those arguments. Part
IV (pages 52 to 54) sums up.
   Throughout this opinion, keep in mind the goal of
bankruptcy.      The bankruptcy system is designed to
preserve the debtor’s estate so as to ensure fair and
equitable recovery for creditors. Bankruptcy courts achieve
that overarching objective by, among other things,
releasing claims that otherwise could deplete the estate for
the benefit of only a few and leave all the other creditors
with nothing. And as courts have recognized for decades,
especially in mass-tort cases, non-debtor releases are not
merely “appropriate,” but can be absolutely critical to
achieving the goal of bankruptcy—fair and equitable
recovery for victims and creditors.
                              A
  Article I, §8, of the Constitution affords Congress power
to establish “uniform Laws on the subject of Bankruptcies
throughout the United States” and to “make all Laws which
shall be necessary and proper for carrying into Execution”
that power.
  Early in the Nation’s history, Congress established the
bankruptcy system.        In 1978, Congress significantly
revamped and reenacted the Bankruptcy Code in its
current form. Bankruptcy Code of 1978, 

.
  The purpose of bankruptcy law is to address the
collective-action problem that a bankruptcy poses.
T. Jackson, The Logic and Limits of Bankruptcy Law 12–13
(1986). When a company’s liabilities exceed its ability to
6           HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

pay creditors, every creditor has an incentive to maximize
its own recovery before other creditors deplete the pot.
Without a mandatory collective system, the creditors would
race to the courthouse to recover first. One or a few
successful creditors could then recover substantial funds,
deplete the assets, and drive the company under—leaving
other creditors with nothing. See 

 at 7–19; D. Baird, A
World Without Bankruptcy, 50 Law & Contemp. Prob. 173,
183–184 (1987); T. Jackson, Bankruptcy, Non-Bankruptcy
Entitlements, and the Creditors’ Bargain, 91 Yale L. J. 857,
860–868 (1982).
   Bankruptcy creates a way for creditors to “act as one, by
imposing a collective and compulsory proceeding on them.”
Jackson, Logic and Limits of Bankruptcy Law, at 13. One
of the goals of Chapter 11 of the Bankruptcy Code in
particular is to fairly distribute estate assets among
creditors “in order to prevent a race to the courthouse to
dismember the debtor.” 7 Collier on Bankruptcy ¶1100.01,
p. 1100–3 (R. Levin & H. Sommer eds., 16th ed. 2023).
Chapter 11 is aimed at preserving an estate’s value for
distribution to creditors in the face of that collective-action
problem.
   The basic Chapter 11 case runs as follows. After the
debtor files for bankruptcy under Chapter 11, the debtor’s
property becomes property of the bankruptcy estate. 

. Any litigation that might interfere with the
property of the estate is subject to an automatic stay, thus
preventing creditors from skipping the line by litigating in
a separate forum against the debtor while the bankruptcy
is ongoing. §362.
   With litigation paused, the parties craft a plan of
reorganization for the debtor. The Code grants the
bankruptcy court sweeping powers to reorganize the debtor
company and ensure fair and equitable recovery for the
creditors. For example, the plan may authorize selling or
retaining the company’s property; merging or consolidating
                      Cite as: 

 (2024)                      7

                        KAVANAUGH, J., dissenting

the company; or amending the company’s charter.
§1123(a)(5). The subsection at issue here, §1123(b), also
authorizes many other kinds of provisions that bankruptcy
plans may include.1 Most relevant for this case, as I will
explain, the reorganization plan may impair and release
“any class of claims” that creditors hold against the debtor.
§1123(b)(1). The plan may also settle and release “any
claim or interest” that the debtor company holds against
non-debtors. §1123(b)(3). And the plan may include “any
other appropriate provision not inconsistent with the
applicable provisions” of the Bankruptcy Code. §1123(b)(6).
  To address any collective-action or holdout problem, the
bankruptcy court has the power to approve a reorganization
plan even without the consent of every creditor. If creditors
holding more than one-half in number (and at least two-
thirds in amount) of the claims in every class accept the
plan, the court can confirm the plan.              §§1126(c),
1129(a)(8)(A). A plan is “said to be confirmed consensually
——————
 1 The full text of §1123(b) provides that “a plan may—

    “(1) impair or leave unimpaired any class of claims, secured or
 unsecured, or of interests;
    “(2) subject to section 365 of this title, provide for the assumption,
 rejection, or assignment of any executory contract or unexpired lease
 of the debtor not previously rejected under such section;
    “(3) provide for—
    “(A) the settlement or adjustment of any claim or interest belonging
 to the debtor or to the estate; or
    “(B) the retention and enforcement by the debtor, by the trustee, or
 by a representative of the estate appointed for such purpose, of any
 such claim or interest;
    “(4) provide for the sale of all or substantially all of the property of
 the estate, and the distribution of the proceeds of such sale among
 holders of claims or interests;
    “(5) modify the rights of holders of secured claims, other than a claim
 secured only by a security interest in real property that is the debtor’s
 principal residence, or of holders of unsecured claims, or leave
 unaffected the rights of holders of any class of claims; and
    “(6) include any other appropriate provision not inconsistent with
 the applicable provisions of this title.”
8           HARRINGTON v. PURDUE PHARMA L. P.

                    KAVANAUGH, J., dissenting

if all classes of creditors vote in favor, even if some classes
have dissenting creditors.” 7 Collier, Bankruptcy ¶1129.01,
at 1129–13. That the bankruptcy system considers a plan
with majority (even if not unanimous) support to be
“consensual” underscores that the bankruptcy system is
designed to benefit creditors collectively and prevent
holdout problems.
   Confirmation of the plan “generally discharges the debtor
from all debts that arose before confirmation.”             Id.,
¶1100.09[2][f], at 1100–42 (citing §1141(d)).         And all
creditors are bound by the plan’s distribution, even if some
creditors are not happy and oppose the plan. Ibid.
                              B
  This is a mass-tort bankruptcy case. Mass-tort cases
present the same collective-action problem that bankruptcy
was designed to address. “Without a mandatory rule that
consolidates claims in a single tribunal, tort claimants
would rationally enter a race to the courthouse.” A. Casey
& J. Macey, In Defense of Chapter 11 for Mass Torts, 

, 997 (2023). And the “plaintiffs who
bring successful suits earlier are likely to drain the firm’s
resources, while inconsistent judgments could result in
inequitable payouts even among plaintiffs who ultimately
do collect.” 

.
  For many decades now, bankruptcy law has stepped in as
a coordinating tribunal in significant mass-tort cases.
When a company that is liable for mass torts files for
bankruptcy, the bankruptcy system enables (and requires)
the mass-tort victims who are seeking relief from the
bankrupt company to work together to reach a fair and
equitable distribution of the company’s assets.
  In many cases, there is no workable alternative other
than bankruptcy for achieving fair and equitable recovery
for mass-tort victims. “Outside of bankruptcy,” victims face
“significant administrative costs” of multi-district
                  Cite as: 

 (2024)            9

                   KAVANAUGH, J., dissenting

litigation, “which has limited coordination mechanisms and
no tools for binding future claimants.” 

. And
multi-district litigation cannot “solve the collective action
problem because dissenting claimants can opt out of
settlements even when super majorities favor them.” 

   Bankruptcy, on the other hand, reduces administrative
costs and allows all of the affected parties to come together,
pause litigation elsewhere, invoke procedural safeguards
including discovery, and reach a collective resolution that
considers both current and future victims. Cf. Federal
Judicial Center, E. Gibson, Case Studies of Mass Tort
Limited Fund Class Action Settlements & Bankruptcy
Reorganizations 6 (2000) (“bankruptcy reorganizations
provide an inherently fairer method of resolving mass tort
claims” than alternative of class-action settlements).
   In some cases—including mass-tort cases—it is not only
the debtor company, but rather another closely related
person or entity such as officers and directors (non-debtors),
who may hold valuable assets and also be potentially liable
for the company’s wrongdoing.
   But it may be uncertain whether the victims can recover
in tort suits against the non-debtors due to legal hurdles or
difficulty reaching the non-debtors’ assets. In those cases,
a settlement may be reached: In exchange for being
released from potential liability for any wrongdoing, the
non-debtor must make substantial payments to the
company’s bankruptcy estate in order to compensate
victims. As long as the settlement is fair, the non-debtor’s
settlement payment will benefit victims “by enlarging the
pie of recoverable funds” in the bankruptcy estate. Casey
& Macey, 90 U. Chi. L. Rev., at 1001. And it will reduce
administrative costs, because the victims’ claims against
both the debtor and the non-debtor may be resolved “at the
same time and in the same tribunal.” Id., at 1002.
   The non-debtor’s settlement payment into the estate can
also solve a collective-action problem. Bringing the non-
10         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

debtor’s assets into the bankruptcy estate enables those
assets to be distributed fairly and equitably among victims,
rather than swallowed up by the first victim to successfully
sue the non-debtor. Id., at 1002–1003.
   A separate collective-action problem can arise when the
insolvent company’s officers and directors are indemnified
by the company for liability arising out of their job duties.
In such cases, “a suit against the non-debtor is, in essence,
a suit against the debtor.” In re Purdue Pharma L. P., 

, 78 (CA2 2023) (quotation marks omitted). If not
barred from doing so, the creditors could race to the
courthouse against the indemnified officers and directors
for basically the same claims that they hold against the
debtor company. If successful, such suits would deplete the
company’s assets because a judgment against the
indemnified officers and directors would likely come out of
the debtor company’s assets.
   Another similar collective-action problem can involve
liability insurance, a kind of indemnification relationship
where the insurer is on the hook for tort victims’ claims
against the debtor company. See B. Zaretsky, Insurance
Proceeds in Bankruptcy, 55 Brooklyn L. Rev. 373, 375–376
(1989). The insurance assets—meaning assets to the limits
of the debtor’s insurance coverage—are usually a key asset
for the bankruptcy estate to compensate victims. But tort
victims also “may have direct action rights against the
insurance carrier, even, in some cases, bypassing the
debtor-insured.” 5 Collier, Bankruptcy ¶541.10[3], at 541–
60. If victims brought their claims directly against the
insurer for the same claims that they hold against the
estate, one group of victims could obtain from the insurer
the full amount of the debtor’s coverage. That would
obviously prevent the insurance money from being used as
part of the bankruptcy estate. See Zaretsky, 55 Brooklyn
L. Rev., at 376–377, 394–395.
                  Cite as: 

 (2024)             11

                    KAVANAUGH, J., dissenting

   To address those various collective-action problems,
bankruptcy courts have long found non-debtor releases to
be appropriate in certain complex bankruptcy cases,
especially in mass-tort bankruptcies. Indeed, that is
precisely why non-debtor releases emerged in asbestos
mass-tort bankruptcies in the 1980s. See 

 at 405–414;
Casey & Macey, 90 U. Chi. L. Rev., at 998–999; see, e.g.,
MacArthur Co. v. Johns-Manville Corp., 

 (CA2
1988). And that is precisely why non-debtor releases have
become such a well-established tool in mass-tort
bankruptcies in the decades since.
   For example, after A. H. Robins declared bankruptcy in
1985 in the face of massive tort liability for injuries from its
defective intrauterine device, the Dalkon Shield, nearly
200,000 victims filed proof of claims. In re A. H. Robins Co.,

, 743–744, 747 (ED Va. 1988), aff ’d, 

 (CA4 1989). A plan provision releasing the company’s
directors and insurance company ensured that the estate
would not be depleted through indemnity or contribution
claims, or claims brought directly against the directors or
insurer. 

; 880 F. 2d, at 700–702. Preventing
the victims from engaging in “piecemeal litigation” against
the non-debtor directors and insurance company was the
only way to ensure “equality of treatment of similarly
situated creditors.” 

. Therefore, the
Bankruptcy Court found (and the Fourth Circuit agreed)
that the release was “necessary and essential” to the
bankruptcy’s success. Ibid.; see 880 F. 2d, at 701–702. The
plan ultimately provided for the victims to recover in full,
and they overwhelmingly approved the plan. 

 at 700–
701.
   A non-debtor release provision was similarly essential to
resolve hundreds of thousands of victims’ tort claims
against Dow Corning Corporation, which declared
bankruptcy in 1995 in the face of liability for its defective
silicone breast implants. See In re Dow Corning Corp., 287
12         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

B. R. 396, 397 (ED Mich. 2002). The non-debtor release
provision prevented the victims from suing Dow Corning’s
insurers and shareholders for their tort claims—which
would have depleted Dow Corning’s shared insurance
assets and other estate assets. 

 at 402–403, 406–408.
The non-debtor release provision was “essential” to the
bankruptcy reorganization because the reorganization
hinged “on the debtor being free from indirect suits against
parties who would have indemnity or contribution claims
against the debtor.” In re Dow Corning Corp., 

, 658 (CA6 2002); 287 B. R., at 410–413.
  The need for such a tool to deal with complex bankruptcy
cases has not gone away. Far from it. Indeed, without the
option of bankruptcy with non-debtor releases, “tort victims
in several recent high-profile cases would have received less
compensation; the compensation would have been unfairly
distributed; and the administrative costs of resolving their
claims would have been higher.” Casey & Macey, 90 U. Chi.
L. Rev., at 979; see also Brief for Law Professors in Support
of Respondents as Amici Curiae 21–25; Brief for Certain
Former Commissioners of the American Bankruptcy
Institute’s Commission To Study the Reform of Chapter 11
as Amici Curiae 9–11; Brief for Association of the Bar of the
City of New York as Amicus Curiae 9, 11–15.
  Consider two recent examples that ensured recovery for
the victims of torts committed by the Boy Scouts of America
and by several dioceses of the Catholic Church. In both
cases, a national or regional organization was the debtor in
the bankruptcy. But that organization shared its liability
and its insurance policy with numerous other legally
separate and autonomous local entities.           Without a
coordinating mechanism, a victim’s (or group of victims’)
recovery against one local entity could have eaten up all of
the shared insurance assets, leaving all of the other victims
with nothing. Brief for Boy Scouts of America as Amicus
                  Cite as: 

 (2024)            13

                   KAVANAUGH, J., dissenting

Curiae 9–14, 17–19; Brief for U. S. Conference of Catholic
Bishops as Amicus Curiae 9–22.
  Bankruptcy provided a forum to coordinate liability and
insurance assets. A non-debtor release provision prevented
victims from litigating outside of the bankruptcy plan’s
procedures. And the provision therefore prevented one
victim or group of victims from obtaining all of the
insurance funds before other victims recovered. As a result,
in each case, the local entities were able to pool their
resources to create a substantial fund in a single
bankruptcy estate to compensate victims substantially and
fairly. Brief for Boy Scouts of America as Amicus Curiae
11–12, 20–21; Brief for Ad Hoc Group of Local Councils of
the Boy Scouts of America as Amicus Curiae 5–6; Brief for
U. S. Conference of Catholic Bishops as Amicus Curiae 15–
16.
  As those examples show, in some cases where various
closely related but distinct parties share liability or share
assets (or both), bankruptcy “provides the only forum in the
U. S. legal system where a unified and complete resolution
of mass-tort cases can reliably occur in a manner that
results in a fair recovery and distribution for all claimants.”
Brief for Association of the Bar of the City of New York as
Amicus Curiae 15. And the bankruptcy system could not do
so without non-debtor releases.
                            C
  The Bankruptcy Code gives bankruptcy courts authority
to approve non-debtor releases to solve the complex
collective-action problems that such cases present. As
noted above, a Chapter 11 reorganization plan may release
creditor claims against debtors. §1123(b)(1). And a plan
may settle and release debtor claims against non-debtors.
§1123(b)(3).
  In addition, the plan may also include “any other
appropriate provision not inconsistent with the applicable
14         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

provisions of ” the Code. §1123(b)(6). Section 1123(b)(6)
provides ample flexibility for the reorganization plan to
settle and release creditor claims against non-debtors who
are closely related to the debtor. For example, officers and
directors may be indemnified by the debtor company; in
those cases, creditor claims against indemnified non-
debtors are essentially the same as creditor claims against
the debtor business itself. Or the non-debtors may reach a
settlement with the victims and creditors where the non-
debtors pay a settlement amount to the estate, which in
some cases may be the only way to ensure fair and equitable
recovery for the victims and creditors. The non-debtor
releases—just like debtor releases under §1123(b)(1) and
non-debtor releases under §1123(b)(3)—can be essential to
preserve and increase the estate’s assets and can be
essential to ensure fair and equitable victim and creditor
recovery.
   The key statutory term in §1123(b)(6) is “appropriate.”
As this Court has often said, “appropriate” is a “broad and
all-encompassing term that naturally and traditionally
includes consideration of all the relevant factors.”
Michigan v. EPA, 

 (2015) (quotation
marks omitted). Because determining propriety requires
exercising judgment, the inquiry must include a degree of
“flexibility.” 

 The Court has explained on numerous
occasions that the “ordinary meaning” of a statute
authorizing appropriate relief “confers broad discretion” on
a court. School Comm. of Burlington v. Department of Ed.
of Mass., 

 (1985); see also, e.g., Sheet
Metal Workers v. EEOC, 

 (1986) (plurality
opinion) (Title VII “vest[s] district courts with broad
discretion to award ‘appropriate’ equitable relief ”); Cooter
& Gell v. Hartmarx Corp., 

 (1990) (“In
directing the district court to impose an ‘appropriate’
sanction, Rule 11 itself indicates that the district court is
empowered to exercise its discretion”).        Because the
                  Cite as: 

 (2024)           15

                   KAVANAUGH, J., dissenting

“language is open-ended on its face,” whether a provision is
“appropriate is inherently context dependent.” Tanzin v.
Tanvir, 

 (2020) (quotation marks omitted).
   By allowing “any other appropriate provision,”
§1123(b)(6) empowers a bankruptcy court to exercise
reasonable discretion. That §1123 confers broad discretion
makes eminent sense, given “the policies of flexibility and
equity built into Chapter 11 of the Bankruptcy Code.”
NLRB v. Bildisco & Bildisco, 

 (1984).
Such flexibility is important to achieve Chapter 11’s ever-
elusive goal of ensuring fair and equitable recovery to
creditors. See §§1129(a)(7), (b)(1).
   The catchall authority in Chapter 11 therefore empowers
a bankruptcy court to exercise its discretion to deal with
complex scenarios, like the collective-action problems that
plague mass-tort bankruptcies. Non-debtor releases are
often appropriate—indeed are essential—in such
circumstances.
   And courts have therefore long found non-debtor releases
to be appropriate in certain narrow circumstances under
§1123(b)(6). Indeed, courts have been approving such non-
debtor releases almost as long as the current Bankruptcy
Code has existed since its enactment in 1978. See, e.g., In re
Johns-Manville Corp., 

, 624–626 (Bkrtcy. Ct.
SDNY 1986), aff ’d, 

; A. H. Robins Co., 

, aff ’d, 880 F. 2d, at 696. Historical and
contemporary practice demonstrate that non-debtor
releases are especially appropriate when (as here) non-
debtor releases and corresponding settlement payments
preserve and increase the debtor’s estate and thereby
ensure fair and equitable recovery for creditors.
   Over those decades of practice, courts have developed and
applied numerous factors for determining whether a non-
debtor release is “appropriate” in a given case. §1123(b)(6);
see H. Friendly, Indiscretion About Discretion, 31 Emory
L. J. 747, 771–773 (1982) (noting the common-law-like
16          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

process by which factors important to a discretionary
decision develop over time). Those factors reflect the fact
that determining whether a non-debtor release is
“appropriate” is a holistic inquiry that depends on the
precise facts and circumstances of each case. And the
factors have served to confine the use of non-debtor releases
to well-defined and narrow circumstances—precisely those
circumstances where the collective-action problems arise.
   For instance, since the 1980s, the Second Circuit has
been a leader on the non-debtor release issue. See, e.g.,
Johns-Manville Corp., 

 (1988); In re Drexel
Burnham Lambert Group, Inc., 

 (1992); In re
Metromedia Fiber Network, Inc., 

 (2005). Over
time, the Second Circuit has developed a non-exhaustive
list of factors for determining whether a non-debtor release
is appropriately employed and appropriately tailored in a
given case.
   First, and critically, the court must determine whether
the released party is closely related to the debtor—for
example, through an indemnification agreement—where “a
suit against the non-debtor is, in essence, a suit against the
debtor or will deplete the assets of the estate.” 69 F. 4th, at
78 (quotation marks omitted). Second, the court must
determine if the claims against the non-debtor are
“factually and legally intertwined” with claims against the
debtor. Ibid. Third, the court must ensure that the “scope
of the releases” is tailored to only the claims that must be
released to protect the plan. Ibid. Fourth, even then, the
court should approve the release only if it is truly
“essential” to the plan’s success and the reorganization
would fail without it. Ibid. Fifth, the court must consider
whether, as part of the settlement, the non-debtor party has
paid “substantial assets” to the estate. Ibid. Sixth, the
court should determine if the plan provides “fair payment”
to creditors for their released claims. Id., at 79. Seventh,
the court must ensure that the creditors “overwhelmingly”
                     Cite as: 

 (2024)                   17

                       KAVANAUGH, J., dissenting

approve of the release, which the Second Circuit defined as
a 75 percent “bare minimum.” 

 at 78–79 (quotation
marks omitted).2
   Factors one through four ensure that the releases are
necessary to solve collective-action problems that threaten
the bankruptcy and prevent fair and equitable recovery for
the victims and creditors. Factor five makes sure that the
releases are not a free ride for the non-debtor. Factor six
ensures that the victims and creditors receive fair
compensation.      Together, factors five and six assess
whether there has been a fair settlement given the
probability of victims’ and creditors’ recovery from the non-
debtor and the likely amount of any such recovery. And
factor seven ensures that the vast majority of victims and
creditors approve, meaning that the release is solving a
holdout problem.
   As the Courts of Appeals’ comprehensive factors
illustrate, §1123(b)(6) limits a bankruptcy court’s authority
in important respects. A non-debtor release must be
“appropriate” given all of the facts and circumstances of the
case. And as the history of non-debtor releases illustrates,
the appropriateness requirement confines the use of non-
debtor releases to narrow and relatively rare circumstances
where the releases are necessary to help victims and
creditors achieve fair and equitable recovery.
   As long as every class of victims and creditors supports
the plan by a majority vote in number and at least a two-
thirds vote in amount, the plan is “said to be confirmed
consensually,” “even if some classes have dissenting
creditors.” 7 Collier, Bankruptcy ¶1129.01, at 1129–13.
And the Courts of Appeals have allowed non-debtor
——————
  2 Other Courts of Appeals have used similar factors for evaluating non-

debtor releases. See, e.g., In re Seaside Engineering & Surveying, Inc.,

, 1079–1081 (CA11 2015); National Heritage Foundation,
Inc. v. Highbourne Foundation, 

, 347–351 (CA4 2014); In re
Dow Corning Corp., 

, 658–661 (CA6 2002).
18         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

releases only when there is an even higher level of
supermajority victim and creditor approval. In the mass-
tort bankruptcy cases, most plans have easily cleared that
bar and received close to 100 percent approval. E.g., Johns-
Manville Corp., 

 (95 percent approval); A. H.
Robins Co., 880 F. 2d, at 700 (over 94 percent approval);
Dow Corning, 287 B. R., at 413 (over 94 percent approval);
69 F. 4th, at 82 (over 95 percent approval here). So in
reality, as opposed to rhetoric, the non-debtor releases in
mass-tort bankruptcy plans, including this one, have been
approved by all but a comparatively small group of victims
and creditors.
  In every bankruptcy of this kind, moreover, the plan
nonconsensually releases victims’ and creditors’ claims
against the debtor. The only difference with non-debtor
releases is that they release victims’ and creditors’ claims
not against the debtor but rather against non-debtors who
are closely related to the debtor, such as indemnified
officers and directors.
                              II
  In this case, as in many past mass-tort bankruptcies, the
non-debtor releases were appropriate and therefore
authorized by 

(b)(6) of the Code. The non-
debtor releases were needed to ensure meaningful victim
and creditor recovery in the face of multiple collective-
action problems.
                              A
  Purdue Pharma was a pharmaceutical company owned
and directed by the extended Sackler family. Brothers
Arthur, Mortimer, and Raymond Sackler purchased the
company in 1952. Since then, Purdue has been wholly
owned by entities and trusts established for the benefit of
Mortimer Sackler’s and Raymond Sackler’s families and
                  Cite as: 

 (2024)           19

                   KAVANAUGH, J., dissenting

descendants, and those families also closely controlled
Purdue’s operations.
   In the 1990s, Purdue developed the drug OxyContin, a
powerful and addictive opioid painkiller.             Purdue
aggressively marketed that drug and downplayed or hid its
addictive qualities. OxyContin helped people to manage
pain.     But the drug’s addictive qualities led to its
widespread abuse. OxyContin played a central role in the
opioid-abuse crisis from which millions of Americans and
their families continue to suffer.
   Starting in the early 2000s, governments and individual
plaintiffs began to sue Purdue for the harm caused by
OxyContin. In 2007, Purdue settled large swaths of those
claims and pled guilty to felony misbranding of OxyContin.
   But within the next decade, victims of the opioid crisis
and their families, along with state and local governments
fighting the crisis, began filing a new wave of lawsuits, this
time also naming members of the Sackler family as
defendants. Today, those claims amount to more than $40
trillion worth of alleged damages against Purdue and the
Sacklers. (For perspective, $40 trillion is about seven times
the total annual spending of the U. S. Government.)
   As the litigation by victims and state and local
governments mounted, the U. S. Government then brought
federal criminal and civil charges against Purdue. The
U. S. Government has not brought criminal charges against
any of the Sacklers individually. Nor have any States
brought criminal charges against any of the Sacklers
individually.
   As to the criminal charges against Purdue, the company
pled guilty to conspiracy to defraud the United States, to
violate the Food, Drug, and Cosmetic Act, and to violate the
federal anti-kickback statute. As part of the global
resolution of the charges, Purdue agreed to a $2 billion
judgment to the U. S. Government that would be “deemed
to have the status of an allowed superpriority” claim in
20         HARRINGTON v. PURDUE PHARMA L. P.

                  KAVANAUGH, J., dissenting

bankruptcy. 17 App. in No. 22–110 etc. (CA2), p. 4804. The
U. S. Government agreed not to “initiate any further
criminal charges against Purdue.” 16 

.
   Unable to pay its colossal potential liabilities, Purdue
filed for bankruptcy under Chapter 11 of the Bankruptcy
Code. The ensuing case exemplified the flexibility and
common sense of the bankruptcy system at work.
   The proceedings were extraordinarily complex. The case
involved “likely the largest creditor body ever,” and the
number of claims filed—totaling more than 600,000—was
likely “a record.” In re Purdue Pharma L. P., 

,
58 (Bkrtcy. Ct. SDNY 2021). Further complicating matters
was the need to allocate funds between, on the one hand,
individual victims and the hospitals that urgently needed
relief and, on the other hand, government entities at all
levels that urgently needed funds for opioid crisis
prevention and treatment efforts. 

.
   Aided by perhaps “the most extensive discovery process”
that “any court in bankruptcy has ever seen,” the parties
engaged in prolonged arms-length negotiations. 

 at 85–
86.      They ultimately agreed on a multi-faceted
compensation plan for the victims and creditors and
reorganization plan for Purdue. Under that plan, Purdue
would cease to exist and would be replaced with a new
company that would manufacture opioid-abatement
medications. And approximately $7 billion would be
distributed among nine trusts to compensate victims and
creditors and to fund efforts to abate the opioid crisis by
preventing and treating addiction.
   To determine how to allocate the $7 billion, the victims
and creditors then engaged in a series of “heavily
negotiated and intricately woven compromises” and devised
a “complex allocation” of the funds to different classes of
victims and creditors. 

. In the end, more than
95 percent of voting victims and creditors approved of the
distribution scheme.
                 Cite as: 

 (2024)           21

                   KAVANAUGH, J., dissenting

  That plan would distribute billions of dollars to
communities to use exclusively for prevention and
treatment programs. And $700 to $750 million was set
aside to compensate individual tort victims and their
families. 

. Opioid victims and their families
would each receive somewhere between $3,500 and $48,000
depending on the category of claim and level of harm. 

at 573–584; 6 App. in No. 22–110 etc. (CA2), at 1695.
                               B
  Under the reorganization plan, victims’ and creditors’
claims against Purdue Pharma were released (even if some
victims and creditors did not consent). As in other mass-
tort bankruptcies described above, a related and equally
essential facet of the Purdue plan was the non-debtor
release provision. Under that provision, the victims’ and
creditors’ claims against the Sacklers were also released.
As a result, Purdue’s victims and creditors could not later
sue either Purdue Pharma or members of the Sackler
family (the officers and directors of Purdue Pharma) for
Purdue’s and the Sacklers’ opioid-related activities.
  The non-debtor release provision prevented a race to the
courthouse against the Sacklers. As a result, the non-
debtor release provision solved two separate collective-
action problems that dogged Purdue’s mass-tort
bankruptcy: (i) It protected Purdue’s estate from the risk
of being depleted by indemnification claims, and (ii) it
operated as a settlement of potential claims against the
Sacklers and thus enabled the Sacklers’ large settlement
payment to the estate. That settlement payment in turn
quadrupled the amount in the Purdue estate and enabled
substantially greater recovery for the victims.
  I will now explain both of those important points in some
detail.
  First, and critical to a proper understanding of this case,
the non-debtor release provision was essential to preserve
22          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

Purdue’s existing assets. By preserving the estate, the non-
debtor release provision ensured that the assets could be
fairly and equitably apportioned among all victims and
creditors rather than devoured by one group of potential
plaintiffs.
   How? Pursuant to a 2004 indemnification agreement,
Purdue had agreed to pay for liability and legal expenses
that officers and directors of Purdue faced for decisions
related to Purdue, including opioid-related decisions. See
In re Purdue Pharma L. P., 

, 58–59 (CA2 2023).
That indemnification agreement covered judgments
against the Sacklers and related legal expenses.
   As explained above, the Sacklers wholly owned and
controlled Purdue, a closely held corporation. The Sacklers
“took a major role” in running Purdue, including making
decisions about “Purdue’s practices regarding its opioid
products.” 633 B. R., at 93. In short, the Sacklers
potentially shared much of the liability that Purdue faced
for Purdue’s opioid practices. See In re Purdue Pharma,
L. P., 

, 87 (SDNY 2021) (claims against the
Sacklers are “deeply connected with, if not entirely identical
to,” claims against Purdue (quotation marks omitted)); see
also 633 B. R., at 108.
   But due to the indemnification agreement, if victims and
creditors were to sue the Sacklers directly for claims related
to Purdue or opioids, the Sacklers would have a reasonable
basis to seek reimbursement from Purdue for liability and
litigation costs. So Purdue could potentially be on the hook
for a substantial amount of the Sacklers’ liability and
litigation costs. In such indemnification relationships, “a
suit against the non-debtor is, in essence, a suit against the
debtor or will deplete the assets of the estate.” 69 F. 4th, at
78 (quotation marks omitted).
   As a real-world matter, therefore, opioid-related claims
against the Sacklers could come out of the same pot of
Purdue money as opioid-related claims against Purdue. So
                 Cite as: 

 (2024)           23

                   KAVANAUGH, J., dissenting

releasing claims against the Sacklers is not meaningfully
different from releasing claims against Purdue itself, which
the bankruptcy plan here of course also mandated. Both
sets of releases were necessary to preserve Purdue’s estate
so that it was available for all victims and creditors to
recover fairly and equitably. Otherwise, the estate could be
zeroed out: A few victims or creditors could race to the
courthouse and obtain recovery from Purdue or the
Sacklers (ultimately the same pot of money) and thereby
deplete the assets of the company and leave nothing for
everyone else.
  To fully understand why both sets of releases were
necessary—against Purdue and against the Sacklers—
suppose that the plan did not release the Sacklers from
opioid- and Purdue-related liability. Victims’ and creditors’
opioid-related claims against Purdue would be discharged
in Purdue’s bankruptcy (even without their consent). But
any victims or creditors could still sue the Sacklers for
essentially the same claims.
  Suppose that a State or a group of victims sued the
Sacklers and received a large reward. The Sacklers “would
have a reasonable basis to seek indemnification” from
Purdue for judgments and legal expenses. 

.
Therefore, any liability judgments and litigation costs for
certain plaintiffs in their suits against the Sacklers could
“deplete the res” of Purdue’s bankruptcy—meaning that
there might well be nothing left for all of the other victims
and creditors.      

.     Even if the Sacklers’
indemnification claims against Purdue were unsuccessful,
Purdue would “be required to litigate” those claims, which
would likely diminish the res, “no matter the ultimate
outcome of those claims.” 

  Every victim and creditor knows that a single judgment
by someone else against the Sacklers could deplete the
Purdue estate and leave nothing for anyone else. So every
victim and creditor would have an incentive to race to the
24          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

courthouse to sue the Sacklers. A classic collective-action
problem.
   The non-debtor releases of claims against the Sacklers
prevented that collective-action problem in the same way
that the releases of claims against Purdue itself prevented
the identical collective-action problem. Both protected
Purdue’s assets from being consumed by the first to sue
successfully. And the non-debtor releases were narrowly
tailored to the problem. The non-debtor releases enjoined
victims and creditors from bringing claims against the
Sacklers only in cases where Purdue’s conduct, or the
victims’ or creditors’ claims asserted against Purdue, was a
legal cause or a legally relevant factor to the cause of action
against the Sacklers. 633 B. R., at 97–98 (defining the
release to encompass only claims that “directly affect the
res of the Debtors’ estates,” such as claims that would
trigger the Sacklers’ “rights to indemnification and
contribution”); see also 

. In other words, the
releases applied only to claims for which the Sacklers had
a reasonable basis to seek coverage or reimbursement from
Purdue.
   The non-debtor release provision therefore released
claims against the Sacklers that are essentially the same as
claims against Purdue. Doing so preserved Purdue’s
bankruptcy estate so that it could be fairly apportioned
among the victims and creditors.
   Second, the non-debtor releases not only preserved the
existing Purdue estate; those non-debtor releases also
greatly increased the funds in the Purdue estate so that the
victims and creditors could receive greater compensation.
   Standing alone, Purdue’s estate is estimated to be worth
approximately $1.8 billion—a small fraction of the sizable
claims against Purdue. 

; 22 App. in No. 22–110
etc. (CA2), at 6507. If that were all the money on the table,
the Bankruptcy Court found, the victims and creditors
“would probably recover nothing” from Purdue’s estate. 633
                 Cite as: 

 (2024)           25

                   KAVANAUGH, J., dissenting

B. R., at 109. That is because the United States holds a $2
billion “superpriority” claim, meaning that the United
States would be first in line to recover ahead of all of the
victims and other creditors. The United States’ claim would
wipe out Purdue’s entire $1.8 billion value. “As a result,
many victims of the opioid crisis would go without any
assistance.” 69 F. 4th, at 80.
  So for the victims and other creditors to have any hope of
meaningful recovery, Purdue’s bankruptcy estate needed
more funds.
  Where to find those funds? The Sacklers’ assets were the
answer. After vigorous negotiations, a settlement was
reached: In exchange for the releases, the Sacklers
ultimately agreed to make significant payments to Purdue’s
estate—between $5.5 and $6 billion.             Adding that
substantial amount to Purdue’s comparatively smaller
bankruptcy estate enabled Purdue’s reorganization plan to
distribute an estimated $7 billion or more to the victims and
creditors—thereby quadrupling the size of the estate
available for distribution. With that enhanced estate, the
plan garnered 95 percent support from the voting victims
and creditors. That high level of support tends to show that
this was a very good plan for the victims and creditors.
Because it led to that high level of support, the Sacklers’
multi-billion-dollar payment was critical to creating a
successful reorganization plan.
  That payment was made possible by heavily negotiated
settlements among Purdue, the victims and creditors, and
the Sacklers. Most relevant here, in exchange for the
Sacklers agreeing to pay billions of dollars to the
bankruptcy estate, the victims and creditors agreed to
release their claims against the Sacklers. The settlement—
exchanging releases for the Sacklers’ $5.5 to $6 billion
payment—enabled the victims and creditors to avoid “the
significant risk, cost and delay (potentially years) that
26            HARRINGTON v. PURDUE PHARMA L. P.

                       KAVANAUGH, J., dissenting

would result from pursuing the Sacklers and related parties
through litigation.” 

.
   Indeed, after a 6-day trial involving 41 witnesses, the
Bankruptcy Court found that the settlement provided the
best chance for the victims and creditors to ever see any
money from the Sacklers. See 633 B. R., at 85, 90. (That is
a critical point that the Court today whiffs on.) Indeed, the
Bankruptcy Court found that the victims and creditors
would be unlikely to recover from the Sacklers by suing the
Sacklers directly due to numerous potential weaknesses in
and defenses to the victims’ and creditors’ legal theories.
See id., at 90–93, 108. Even if the suits were successful, the
Bankruptcy Court expressed “significant concern” about
the ability to collect any judgments from the Sacklers due
to the difficulty of reaching their assets in foreign countries
and in spendthrift trusts. Id., at 89; see also id., at 108–
109.
   For those reasons, the Bankruptcy Court concluded that
the $5.5 to $6 billion settlement payment and the releases
were fair and equitable and in the victims’ and creditors’
best interest. Id., at 107–109, 112. The settlement amount
of $5.5 to $6 billion was “properly negotiated” and “reflects
the underlying strengths and weaknesses of the opposing
parties’ legal positions and issues of collection.” Id., at 93.3
   From the victims’ and creditors’ perspective, “suing the
Sacklers would have been a costly endeavor with a small
chance of success.        From the Sacklers’ perspective,
defending those suits would have been a costly endeavor
——————
  3 The Court implies that some victims could recover from the Sacklers

in tort litigation up to the total of their combined assets, and that the
Sacklers are somehow getting off easy by paying only $5.5 to $6 billion.
But the Court’s belief is not rooted in reality given the Bankruptcy
Court’s undisputed factual findings to the contrary: Large tort recoveries
against any of the Sacklers were (and remain) far from certain—and in
any event would produce recoveries for only a few and leave other victims
with nothing.
                 Cite as: 

 (2024)           27

                   KAVANAUGH, J., dissenting

with a very small chance of a large liability.” A. Casey & J.
Macey, In Defense of Chapter 11 for Mass Torts, 

, 1004 (2023). So as in many litigation
settlements, the parties agreed to the $5.5 to $6 billion
settlement in light of that “very small chance of a large
liability.” 

   Importantly, the victims and creditors—who obviously
have no love for the Sacklers—insisted on the releases of
their claims against the Sacklers. Tr. of Oral Arg. 61, 93;
Brief for Respondent Official Committee of Unsecured
Creditors of Purdue Pharma L. P. et al. 10. Why did the
releases make sense for the victims and creditors?
   For starters, the releases were part of the settlement and
enabled the Sacklers’ $5.5 to $6 billion settlement payment.
Moreover, without the releases, some of Purdue’s victims
and creditors—maybe a State, maybe some opioid victims—
would sue the Sacklers directly for claims “deeply connected
with, if not entirely identical to,” claims that the victims
and creditors held against Purdue. 635 B. R., at 87
(quotation marks omitted). To be sure, the Bankruptcy
Court found that those suits would face significant
challenges.       But the victims and creditors were
understandably worried, as they explained during the
Bankruptcy Court proceedings, that the Sacklers would
“exhaust their collectible assets fighting and/or paying
ONLY the claims of certain creditors with the best ability
to pursue the Sacklers in court.” 

. And if even a
single direct suit against the Sacklers succeeded, the suit
could potentially wipe out much if not all of the Sacklers’
assets in one fell swoop—making those assets unavailable
for the Purdue estate and therefore unavailable for all of
the other the victims and creditors.
   In sum, if there were no releases, and victims and
creditors were therefore free to sue the Sacklers directly,
one of three things would likely happen. One possibility is
that no lawsuits against the Sacklers would succeed, and
28          HARRINGTON v. PURDUE PHARMA L. P.

                    KAVANAUGH, J., dissenting

no victim or creditor would recover any money from them.
And without the $5.5 to $6 billion settlement payment,
there would be no recovery from Purdue either. Another
possibility is that a large claim or claims would succeed,
and the Sacklers would be indemnified by Purdue—thereby
wiping out Purdue’s estate for all of the other victims and
creditors. Last, suppose that a large claim succeeded and
that the Sacklers were not indemnified for that liability.
Even in that case, only a few victims or creditors would be
able to recover from the Sacklers at the expense of fair and
equitable distribution to the rest of the victims and
creditors.
  As the Second Circuit stated, without the releases, the
victims and creditors “would go without any assistance and
face an uphill battle of litigation (in which a single claimant
might      disproportionately      recover)     without     fair
distribution.” 69 F. 4th, at 80. Another classic collective-
action problem.
  In short, without the releases and the significant
settlement payment, two separate collective-action
problems stood in the way of fair and equitable recovery for
the victims and creditors: (1) the Purdue estate would not
be preserved for the victims and creditors to obtain
recovery, and (2) the Purdue estate would be much smaller
than it would be with the Sacklers’ settlement payment.
The releases and settlement payment solved those
problems and ensured fair and equitable recovery for the
opioid victims.
                              C
  For those reasons, the Bankruptcy Court found that
without the releases and settlement payment, the
reorganization plan would “unravel.” 633 B. R., at 107, 109.
All of the “heavily negotiated and intricately woven
compromises in the plan” that won the victims’ and
creditors’ approval, id., at 90, would “fall apart for lack of
                  Cite as: 

 (2024)            29

                   KAVANAUGH, J., dissenting

funding and the inevitable fighting over a far smaller and
less certain recovery with its renewed focus on pursuing
individual claims and races to collection.” 

. There
simply would not be enough money to support a
reorganization plan that the victims and creditors would
approve.
   Absent the releases and settlement payment, the
Bankruptcy Court found, the “most likely result” would be
liquidation of a much smaller $1.8 billion estate. 

.
In a liquidation, the United States would recover first with
its $2 billion superpriority claim, taking for itself the whole
pie. And the victims and other creditors “would probably
recover nothing.” 

.
   Given that alternative, it is hardly surprising that the
opioid victims and creditors almost universally support
Purdue’s Chapter 11 reorganization plan and the non-
debtor releases. That plan promised to obtain significant
assets from the Sacklers, to preserve those assets from
being depleted by litigation for a few, and to distribute
those much-needed funds fairly and equitably.
   As a result, the opioid victims’ and creditors’ support for
the reorganization plan was overwhelming. Every victim
and creditor had a chance to vote on the plan during the
bankruptcy proceedings. And of those who voted, more
than 95 percent approved of the plan. 

.
   Since then, even more victims and creditors have gotten
on board. Now, all 50 States have signed on to the plan.
The lineup before this Court is telling. On one side of the
case: the tens of thousands of opioid victims and their
families; more than 4,000 state, city, county, tribal, and
local government entities; and more than 40,000 hospitals
and healthcare organizations. They all urge the Court to
uphold the plan.
30            HARRINGTON v. PURDUE PHARMA L. P.

                        KAVANAUGH, J., dissenting

  At this point, on the other side of this case stand only a
sole individual and a small group of Canadian creditors.4
  Given all of the extraordinary circumstances, the
Bankruptcy Court and Second Circuit concluded that the
non-debtor releases here not only were appropriate, but
were essential to the success of the plan. The Bankruptcy
Court and Second Circuit thoroughly analyzed each of the
relevant factors before reaching that conclusion: First, the
released non-debtors (the Sacklers) closely controlled and
were indemnified by the company. 69 F. 4th, at 79. Second,
the claims against the Sacklers were based on essentially
the same facts and legal theories as the claims against
Purdue. Id., at 80. Third, the releases were essential for
the reorganization to succeed, because the releases
protected the Purdue estate from indemnification claims
and expanded the Purdue estate to enable victim and
creditor recovery. Id., at 80–81. Fourth, the releases were
narrowly tailored to protect the estate from indemnification
claims. Ibid. Fifth, the releases secured a substantial
settlement payment to significantly increase the funds in
the estate. Id., at 81. Sixth, that enhanced estate allowed
the plan to distribute “fair and equitable” payments to the
victims and creditors. Id., at 82 (quotation marks omitted).
And seventh, for all those reasons, the victims and creditors
do not just urgently and overwhelmingly approve of the
releases, they all but demanded the releases. Ibid.
  Congress invited bankruptcy courts to consider exactly
those kinds of extraordinary circumstances when it

——————
  4 The regional United States Trustee for three States, a Government

bankruptcy watchdog appointed to oversee bankruptcy cases in those
States, also opposes the plan for reasons that remain mystifying. The
U. S. Trustee purports to look out for victims and creditors, but here the
victims and creditors made emphatically clear that the “U. S. Trustee
does not speak for the victims of the opioid crisis” and is indeed thwarting
the opioid victims’ efforts at fair and equitable recovery. Tr. of Oral Arg.
93.
                 Cite as: 

 (2024)           31

                   KAVANAUGH, J., dissenting

authorized bankruptcy plans to include “any other
appropriate provision” that is “not inconsistent” with the
Code. §1123(b)(6).
                              III
   The Court decides today to reject the plan by holding that
non-debtor releases are categorically impermissible as a
matter of law. That decision contravenes the Bankruptcy
Code. It is regrettable for the opioid victims and creditors,
and for the heavily negotiated equitable distribution of
assets that they overwhelmingly support. And it will harm
victims in pending and future mass-tort bankruptcies. The
Court’s decision deprives the bankruptcy system of a
longstanding and critical tool that has been used repeatedly
to ensure fair and sizable recovery for victims—to repeat,
recovery for victims—in mass torts ranging from Dalkon
Shield to the Boy Scouts.
   On the law, the Court’s decision to reject the plan flatly
contradicts the Bankruptcy Code. The Code explicitly
grants broad discretion and flexibility for bankruptcy
courts to handle bankruptcies of extraordinary complexity
like this one. For several decades, bankruptcy courts have
been employing non-debtor releases to facilitate fair and
equitable recovery for victims in mass-tort bankruptcies. In
this case, too, the Bankruptcy Court prudently and
appropriately employed its discretion to fairly resolve a
mass-tort bankruptcy.
   At times, the Court seems to view the Sacklers’
settlement payment into Purdue’s bankruptcy estate as
insufficient and the plan as therefore unfair to victims and
creditors. If that were true, one might expect the fight in
this case to be over whether the non-debtor releases and
settlement amount were “appropriate” given the facts and
circumstances of this case. 

(b)(6).
   Yet that is not the path the Court takes. The Court does
not contest the Bankruptcy Court’s and Second Circuit’s
32            HARRINGTON v. PURDUE PHARMA L. P.

                        KAVANAUGH, J., dissenting

conclusion that a non-debtor release was necessary and
appropriate for the settlement and the success of Purdue’s
reorganization—the best, and perhaps the only, chance for
victims and creditors to receive fair and equitable
compensation.      Indeed, no party has challenged the
Bankruptcy Court’s factual findings or made an argument
that non-debtor releases were used inappropriately in this
specific case.
  Instead, the Court categorically decides that non-debtor
releases are never allowed as a matter of law. The text of
the Bankruptcy Code does not remotely support that
categorical prohibition.5
  As explained, §1123(b)(6)’s catchall authority affords
bankruptcy courts broad discretion to approve “any other
appropriate provision not inconsistent with the applicable
provisions” of the Bankruptcy Code. Recall that §1123(b)(1)
expressly authorizes releases of victims’ and creditors’
claims against the debtor company—here, against Purdue.
——————
 5 To remind the reader of §1123(b)’s lengthy text: A “plan may—

    “(1) impair or leave unimpaired any class of claims, secured or
 unsecured, or of interests;
    “(2) subject to section 365 of this title, provide for the assumption,
 rejection, or assignment of any executory contract or unexpired lease
 of the debtor not previously rejected under such section;
    “(3) provide for—
    “(A) the settlement or adjustment of any claim or interest belonging
 to the debtor or to the estate; or
    “(B) the retention and enforcement by the debtor, by the trustee, or
 by a representative of the estate appointed for such purpose, of any
 such claim or interest;
    “(4) provide for the sale of all or substantially all of the property of
 the estate, and the distribution of the proceeds of such sale among
 holders of claims or interests;
    “(5) modify the rights of holders of secured claims, other than a claim
 secured only by a security interest in real property that is the debtor’s
 principal residence, or of holders of unsecured claims, or leave
 unaffected the rights of holders of any class of claims; and
    “(6) include any other appropriate provision not inconsistent with
 the applicable provisions of this title.”
                  Cite as: 

 (2024)             33

                    KAVANAUGH, J., dissenting

And recall that §1123(b)(3) expressly authorizes
settlements and releases of the debtor company’s claims
against non-debtors—here, against the Sacklers. Section
1123(b)(6)’s catchall authority is easily broad enough to
allow settlements and releases of the same victims’ and
creditors’ claims against the same non-debtors (the
Sacklers), who are indemnified by the debtor and who made
a large settlement payment to the debtor’s estate. After all,
the Second Circuit stated that in indemnification
relationships “a suit against the non-debtor is, in essence, a
suit against the debtor.” In re Purdue Pharma L. P., 

, 78 (2023) (quotation marks omitted). And even
when the officers and directors are not indemnified, the
releases may enable a settlement where the non-debtor
makes a sizable payment to the estate that can be fairly and
equitably distributed to the victims and creditors, rather
than being zeroed out by the first successful suit.
                                A
   So how does the Court reach its atextual and ahistorical
conclusion? The Court primarily seizes on the canon of
ejusdem generis, an interpretive principle that “limits
general terms that follow specific ones to matters similar to
those specified.” CSX Transp., Inc. v. Alabama Dept. of
Revenue, 

, 294 (2011) (quotation marks and
alteration omitted). But the Court’s use of that canon here
is entirely misguided.
   The ejusdem generis canon “applies when a drafter has
tacked on a catchall phrase at the end of an enumeration of
specifics, as in dogs, cats, horses, cattle, and other animals.”
A. Scalia & B. Garner, Reading Law 199 (2012); see also id.,
at 200–208 (“trays, glasses, dishes, or other tableware”;
“gravel, sand, earth or other material”; and numerous other
similar lists (quotation marks omitted)); W. Eskridge,
Interpreting Law 77 (2016) (“automobiles, motorcycles, and
34         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

other mechanisms for conveying persons or things”
(quotation marks omitted)).
  As a general matter, as Justice Scalia explained for the
Court, a catchall at the end of the list should be construed
to cover “matters not specifically contemplated—known
unknowns.” Republic of Iraq v. Beaty, 

(2009). That is the “whole value of a generally phrased
residual clause.” 

 Or stated otherwise, the fact that “a
statute can be applied in situations not expressly
anticipated by Congress does not demonstrate ambiguity.
It demonstrates breadth.”           Pennsylvania Dept. of
Corrections v. Yeskey, 

 (1998) (quotation
marks omitted).
  The ejusdem generis canon can operate to narrow a broad
catchall term in certain circumstances.          The canon
“parallels common usage,” reflecting the assumption that
when “the initial terms all belong to an obvious and readily
identifiable genus, one presumes that the speaker or writer
has that category in mind for the entire passage.” Scalia &
Garner, Reading Law, at 199. The canon in essence
“implies the addition” of the term “similar” in the catchall
so that the catchall does not extend so broadly as to defy
common sense. 

 Rather, the catchall extends to
similar things or actions that serve the same statutory
“purpose.” 

.
  Here, the Court applies the canon to breezily conclude
that there is an “obvious link” through §§1123(b)(1)–(5) that
precludes a non-debtor release provision being approved
under §1123(b)(6). Ante, at 11. The obvious link, according
to the Court, is that plan provisions must “concern the
debtor—its rights and responsibilities, and its relationship
with its creditors.” Ibid.
  As an initial matter, the Court does not explain why its
supposed common thread excludes the non-debtor releases
at issue here. Those releases obviously “concern” the debtor
in multiple overlapping respects. Ibid. As explained,
                  Cite as: 

 (2024)           35

                   KAVANAUGH, J., dissenting

Purdue’s bankruptcy plan released the Sacklers only for
claims based on the debtor’s (Purdue’s) misconduct. See 69
F. 4th, at 80 (releasing only claims to which Purdue’s
conduct was “a legal cause or a legally relevant factor to the
cause of action” (quotation marks omitted)). The releases
therefore applied only to claims held by the debtor’s victims
and creditors. And the releases protected the debtor from
indemnification claims. So the non-debtor releases here did
not just “concern” the debtor, they were critical to the
debtor’s reorganization.
  So the Court’s purported “link” manages the rare feat of
being so vague (“concerns the debtor”?) as to be almost
meaningless—and if not meaningless, so broad as to plainly
cover non-debtor releases. It is hard to conjure up a weaker
ejusdem generis argument than the one put forth by the
Court today.
  In any event, even on its own terms, the Court’s ejusdem
generis argument is dead wrong for two independent
reasons. First, the Court’s purported common thread is
factually incorrect as a description of (b)(1) to (b)(5).
Second, and independent of the first point, black-letter law
says that the ejusdem generis canon requires looking at the
“evident purpose” of the statute in order to discern a
common thread. Scalia & Garner, Reading Law, at 208; see
Eskridge, Interpreting Law, at 78. And here, the Court’s
purported common thread ignores (and indeed guts) the
evident purpose of §1123(b).
  First, the Court’s purported common thread is factually
incorrect. The Court says that the “obvious link” through
paragraphs (b)(1) to (b)(5) is that all are limited to “the
debtor—its rights and responsibilities, and its relationship
with its creditors.” Ante, at 11. But in multiple respects,
that assertion is not accurate.
  For one thing, paragraph (b)(3) allows a bankruptcy court
to modify the rights of debtors with respect to non-debtors.
Under (b)(3), a bankruptcy court may approve a
36          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

reorganization plan that settles, adjusts, or enforces “any
claim” that the debtor holds against non-debtor third
parties. That provision allows the debtor’s estate to enter
into a settlement agreement with a third party, where the
estate agrees to release its claims against the third party in
exchange for a settlement payment to the bankruptcy
estate. And the bankruptcy court has the power to approve
such a settlement if it finds the settlement fair and in the
best interests of the estate. The bankruptcy court may later
enforce that settlement.        See generally 7 Collier on
Bankruptcy ¶1123.02[3] (R. Levin & H. Sommer eds., 16th
ed. 2023).
   Importantly, in some cases, including this one, the
debtor’s creditors may hold derivative claims against that
same non-debtor third party for the same “harm done to the
estate.” 69 F. 4th, at 70 (quotation marks omitted). So
when the debtor settles with the non-debtor third party,
that settlement also extinguishes the creditors’ derivative
claims against the non-debtor. And the creditors’ consent
is not necessary to do so.
   To connect the dots: A plan provision settling the debtor’s
claims against non-debtors under (b)(3) therefore
nonconsensually extinguishes creditors’ derivative claims
against those non-debtors. That fact alone defeats the
Court’s conclusion that §§1123(b)(1)–(5) deal only with
relations between the debtor and creditors. If a plan
provision under (b)(3) can nonconsensually release some of
the creditors’ derivative claims against a non-debtor, a plan
provision under the catchall in (b)(6) that nonconsensually
releases some of the creditors’ direct claims against those
same non-debtors is easily of a piece—basically the same
thing.
   This case illustrates the point. Some of the more
substantial assets of Purdue’s estate are fraudulent
transfer claims worth $11 billion that Purdue holds against
the non-debtor Sacklers. In re Purdue Pharma L. P., 633
                 Cite as: 

 (2024)          37

                  KAVANAUGH, J., dissenting

B. R. 53, 87 (Bkrtcy. Ct. SDNY 2021). Under (b)(3), as part
of its reorganization plan, Purdue settled the fraudulent
transfer claims with the non-debtor Sacklers.           The
Bankruptcy Court approved that settlement as fair and
equitable. 

 at 83–95. That settlement resolved the
claims that likely would have had “the best chance of
material success among all of the claims against” the
Sacklers. 

; see also 

.
  Notably, the result of that settlement was to also
nonconsensually extinguish the victims’ and creditors’
derivative fraudulent transfer claims against the Sacklers.
In the absence of the bankruptcy proceeding, victims and
creditors could have litigated the fraudulent transfer
claims themselves as derivative claims. But because
Purdue settled the claims under §1123(b)(3), the victims
and creditors could no longer do so.
  Moreover, not all victims and creditors consented to the
release of those derivative claims. But no one disputes that
the Bankruptcy Code authorized that nonconsensual non-
debtor release of derivative claims. See 69 F. 4th, at 70
(that conclusion is “well-settled”).
  The plan therefore released both the estate’s claims
against the Sacklers and highly valuable derivative claims
that the victims and creditors held against the Sacklers.
Paragraph (b)(3) therefore demonstrates that §1123(b)
reaches beyond just creditor-debtor relationships,
particularly when the relationship between creditors and
other non-debtors can affect the estate. That indisputable
point alone defeats the Court’s conclusion that §1123(b)’s
provisions relate only to the debtor and do not allow
releases of claims that victims and creditors hold against
non-debtors.
  The Court tries to sidestep that conclusion by
distinguishing derivative claims from direct claims.
Releases of derivative claims, the Court says, are
authorized by paragraph (b)(3) “because those claims
38         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

belong to the debtor’s estate.” Ante, at 12. No doubt. But
the question then becomes whether releases of direct claims
under (b)(6)’s catchall are relevantly similar to releases of
derivative claims that all agree are authorized under (b)(3).
The answer in this case is yes. Here, both the derivative
and direct claims against the Sacklers are held by the same
victims and creditors, and both the derivative and direct
claims against the Sacklers could deplete Purdue’s estate.
   The Court’s purported common thread is further
contradicted by several other kinds of non-debtor releases
that “are commonplace, important to the bankruptcy
system, and broadly accepted by the courts and
practitioners as necessary and proper” plan provisions
under §1123(b)(6).       Brief for American College of
Bankruptcy as Amicus Curiae 3.
   Three examples illustrate the point: consensual non-
debtor releases, full-satisfaction non-debtor releases, and
exculpation clauses.
   Consensual non-debtor releases are routinely included in
bankruptcy plans even though those releases apply to
claims by victims or creditors against non-debtors—just
like the claims here. And it is “well-settled that a
bankruptcy court may approve” such consensual releases.
69 F. 4th, at 70; see also Brief for American College of
Bankruptcy as Amicus Curiae 5–7.
   Consensual releases are uncontroversial, but they are not
expressly authorized by the Bankruptcy Code. So the only
provision that could possibly supply authority to include
those releases in the bankruptcy plan is the catchall in
§1123(b)(6).
   The Court today does not deny that consensual releases
are routine in the bankruptcy context and that courts have
long approved them. See ante, at 18–19. But where, on the
Court’s reading of the Bankruptcy Code, would the
bankruptcy court obtain the authority to enter and later
enforce that consensual release?
                  Cite as: 

 (2024)           39

                   KAVANAUGH, J., dissenting

   One suggestion is that the authority comes from the
parties’ consent and is akin to a “contractual agreement.”
Tr. of Oral Arg. 33. But that theory does not explain what
provision of the Bankruptcy Code authorizes consensual
releases in bankruptcy plans. After all, contracts are
enforceable under state law, ordinarily in state courts. But
in bankruptcy, consensual releases are routinely part of a
reorganization plan with voting overseen by the bankruptcy
court and conditions enforceable by the bankruptcy court.
See Brief for American College of Bankruptcy as Amicus
Curiae 4–7.
   To reiterate, the only provision that could provide such
authority is §1123(b)(6). So if the Court thinks that a
consensual release can be part of the plan, even the Court
must acknowledge that §1123(b)(6) can reach creditors’
claims against non-debtors.
   The Court’s purported common thread is still further
contradicted by yet another regular bankruptcy practice:
full-satisfaction releases. Full-satisfaction releases provide
full payment for creditors’ claims against non-debtors and
then release those claims. When a full-satisfaction release
is included in a reorganization plan, the bankruptcy court
exercises control over creditors’ claims against non-debtors.
   Again, the only provision that could possibly supply
authority to include those full-satisfaction releases in a
bankruptcy plan is the catchall in §1123(b)(6). Any
contract-law theory would not work for full-satisfaction
releases, given that holdout creditors often refuse to
consent to full-satisfaction releases. See, e.g., In re A. H.
Robins Co., 

, 696, 700, 702 (CA4 1989); In re
Boy Scouts of Am. and Del. BSA, LLC, 

, 115–
116, 141 (Del. 2023). So if full-satisfaction releases are to
be allowed, §1123(b)(6) must be read to reach creditor
claims against non-debtors, even without consent.
   The Court does not deny that consensual non-debtor
releases and full-satisfaction releases might be permissible
40         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

under §1123(b)(6). Ante, at 19. If they are permissible, then
the Court’s purported ejusdem generis common thread is
thoroughly eviscerated because those releases involve
claims by victims or creditors against non-debtors, just like
here. (And if the Court instead means to hold open the
possibility that consensual and full-satisfaction releases
are actually impermissible, then its holding today is even
more extreme than it appears.)
  Exculpation clauses are yet another example.
Exculpation clauses shield the estate’s fiduciaries and other
professionals (non-debtors) from liability for their work on
the reorganization plan. See Brief for American College of
Bankruptcy as Amicus Curiae 9. Without such exculpation
clauses, “competent professionals would be deterred from
engaging in the bankruptcy process, which would
undermine the main purpose of chapter 11—achieving a
successful restructuring.” Id., at 11; see also Brief for
Highland Capital Management, L. P. as Amicus Curiae 3–
5. For that reason, bankruptcy courts routinely approve
exculpation clauses under §1123(b)(6). For exculpation
clauses to be allowed, however, §1123(b)(6) must be read to
reach creditor claims against non-debtors. So exculpation
clauses further refute the Court’s purported common
thread.
  The fact that plan provisions under §1123(b)(6) can reach
non-debtors finds still more support in this Court’s only
case to analyze the catchall authority in §1123(b)(6), United
States v. Energy Resources Co. The plan provision in
Energy Resources ordered the IRS, a creditor, to apply the
debtor’s tax payments to trust-fund tax liability before
other kinds of tax liability. United States v. Energy
Resources Co., 

 (1990). Importantly, if the
debtor did not pay the trust-fund tax liability, then non-
debtor officers of the company would be on the hook. 

So the plan provision served to protect the company’s non-
debtor officers from “personal liability” for those taxes.
                 Cite as: 

 (2024)           41

                   KAVANAUGH, J., dissenting

In re Energy Resources Co., 

 (Bkrtcy. Ct.
Mass. 1986). In exchange for that protection, a non-debtor
officer contributed funds to the bankruptcy plan. 

  Echoing the Court today, the IRS objected to that plan,
arguing that the bankruptcy court exceeded its authority
under (b)(6) in part because there was no provision in the
Code that expressly supported the plan provision. Energy
Resources, 495 U. S., at 549–550. But this Court disagreed
with the IRS and approved the plan based on the “residual
authority” in (b)(6). Id., at 549.
  The plan provision in Energy Resources operated akin to
a non-debtor release: It reduced the potential liability of a
non-debtor (the non-debtor’s officers) to another non-debtor
(the IRS).        Energy Resources therefore further
demonstrates that plan provisions under §1123(b)(6) can
affect creditor–non-debtor relationships.
  In sum, the Court’s statement that §1123(b) reaches only
“the debtor—its rights and responsibilities, and its
relationship with its creditors,” ante, at 11, is factually
incorrect several times over. Paragraphs 1123(b)(3) and
(b)(6) already allow plans to affect creditor claims against
non-debtors, such as through releases of creditors’
derivative claims, consensual releases, full-satisfaction
releases, and exculpation clauses.         And this Court’s
precedent in Energy Resources confirms the point. The
Court’s ejusdem generis argument rests on quicksand.
  Second, independent of those many flaws, the Court’s
entire approach to ejusdem generis is wrong from the get-
go. When courts face a statute with a catchall, it is black-
letter law that courts must try to discern the common
thread by examining the “evident purpose” of the statute.
Scalia & Garner, Reading Law, at 208; see also Begay v.
United States, 

 (2008) (defining common
thread “in terms of the Act’s basic purposes”); Eskridge,
42            HARRINGTON v. PURDUE PHARMA L. P.

                       KAVANAUGH, J., dissenting

Interpreting Law, at 78 (“statutory purpose” helps identify
the common thread in ejusdem generis cases).6
   Importantly, this Court has already explained that the
purpose of §1123(b) is to grant bankruptcy courts “broad
power” to approve plan provisions “necessary for a
reorganization’s success.” Energy Resources, 

. Energy Resources demonstrates that the common
thread of §1123(b) is bankruptcy court action to preserve
the estate and ensure fair and equitable recovery for
creditors. See, e.g., Pioneer Investment Services Co. v.
Brunswick Associates L. P., 

 (1993);
NLRB v. Bildisco & Bildisco, 

 (1984);
J. Feeney & M. Stepan, 2 Bankruptcy Law Manual §11:1
(5th ed. 2023).
   As explained at length above, to maximize recovery, the
Court must solve complex collective-action problems. And
for a bankruptcy court to solve all of the relevant collective-
action problems, §§1123(b)(1)–(5) give the bankruptcy court
broad power to modify parties’ rights without their
consent—most notably, to release creditors’ claims against
the debtor. §1123(b)(1). Under that provision, the Purdue
plan released the victims’ and creditors’ claims against
Purdue in order to prevent a collective-action problem in
distributing Purdue’s assets—and thereby to preserve the
estate and ensure fair and equitable recovery for victims
and creditors.
——————
  6 The Court protests that we are looking to the “purpose” of the statute.

But in ejusdem generis cases, courts are required to look at “purpose” in
order to determine the common link, as Scalia and Garner and Eskridge
all say, and as Begay indicated. That is longstanding black-letter law.
And even outside the ejusdem generis context, the Court’s allergy to the
word “purpose” is strange. After all, “words are given meaning by their
context, and context includes the purpose of the text. The difference
between textualist interpretation” and “purposive interpretation is not
that the former never considers purpose. It almost always does,” but “the
purpose must be derived from the text.” A. Scalia & B. Garner, Reading
Law 56 (2012).
                  Cite as: 

 (2024)           43

                   KAVANAUGH, J., dissenting

   The non-debtor release provision approved under
§1123(b)(6) does the same thing and serves that same
statutory purpose. As discussed above, the victims’ and
creditors’ claims against the non-debtor Purdue officers and
directors (the Sacklers) are essentially the same as their
claims against Purdue. The claims against the Sacklers
rest on the same legal theories and facts as the claims
against Purdue, largely the Sacklers’ opioid-related
decisions in running Purdue. And the Sacklers are
indemnified by Purdue’s estate for their liability. So any
liability could potentially come out of the Purdue estate just
like the claims against Purdue itself.
   Therefore, the nonconsensual releases against the
Sacklers are not only of a similar genus, but in effect the
same thing as the nonconsensual releases against Purdue
that everyone agrees §1123(b)(1) already authorizes. Both
were necessary to preserve the estate and prevent
collective-action problems that could drain Purdue’s estate,
and thus both were necessary to enable Purdue’s
reorganization plan to succeed and to equitably distribute
assets. And without the releases, there would be no
settlement, meaning no $5.5 to $6 billion payment by the
Sacklers to Purdue’s estate. That would mean either that
no victim or creditor could recover anything from the
Sacklers (or indeed from Purdue), or that only a few victims
or creditors could recover from the Sacklers at the expense
of fair and equitable distribution to everyone else.
   The statute’s evident purpose therefore easily answers
the ejusdem generis inquiry here. Absent other limitations
and restrictions in the Code, §1123(b)(6) authorizes a
bankruptcy court to modify parties’ claims that could
otherwise threaten to deplete the bankruptcy estate when
doing so is necessary to preserve the estate and provide fair
and equitable recovery for creditors.
   In light of the “evident purpose” of §1123(b) to preserve
the estate and ensure fair and equitable recovery for
44         HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

creditors in the face of collective-action problems, Scalia &
Garner, Reading Law, at 208; see Eskridge, Interpreting
Law, at 78, the Court’s ejusdem generis theory simply falls
apart.
  In sum, for each of two independent reasons, the Court’s
ejusdem generis argument fails. First, its common thread
is factually wrong. And second, its purported common
thread disregards the evident purpose of §1123(b).
                               B
   Despite the fact that non-debtor releases address the very
collective-action problem that the bankruptcy system was
designed to solve, the Court next trots out a few minimally
explained arguments that non-debtor release provisions are
“inconsistent with” various provisions of the Bankruptcy
Code, including: (i) §524(g)’s authorization of non-debtor
releases in asbestos cases; (ii) §524(e)’s statement that
debtors’ discharges do not automatically affect others’
liabilities; and (iii) the Code’s various restrictions on
bankruptcy discharges. None of those arguments is
persuasive.
   First, the Court cites §524(g), which was enacted in 1994
to expressly authorize non-debtor releases in a specific
context: cases involving mass harm “caused by the presence
of, or exposure to, asbestos or asbestos-containing
products.” §524(g)(2)(B)(i)(I). From the fact that §524(g)
allows non-debtor releases in the asbestos context, the
Court infers that non-debtor releases are prohibited in
other contexts. Ante, at 15.
   But the very text of §524(g) expressly precludes the
Court’s inference. The statute says: “Nothing in [§524(g)]
shall be construed to modify, impair, or supersede any other
authority the court has to issue injunctions in connection
with an order confirming a plan of reorganization.” 

, note following 

. Congress
expressly authorized non-debtor releases in one specific
                  Cite as: 

 (2024)           45

                   KAVANAUGH, J., dissenting

context that was critically urgent in 1994 when it was
enacted. But Congress also enacted the corresponding rule
of construction into binding statutory text to “make clear”
that §524(g) did not “alter” the bankruptcy courts’ ability to
use non-debtor release mechanisms as appropriate in other
cases. 140 Cong. Rec. 27692 (1994).
  Keep in mind that Congress enacted §524(g) in the early
days of non-debtor releases, soon after bankruptcy courts
began approving non-debtor releases in asbestos cases.
See, e.g., In re Johns-Manville Corp., 

, 621–622
(Bkrtcy. Ct. SDNY 1986), aff ’d, 

, 90 (CA2 1988);
UNARCO Bloomington Factory Workers v. UNR Industries,
Inc., 

, 278–279 (ND Ill. 1990). Section
524(g) set forth a detailed scheme sensitive to the specific
needs of asbestos mass-tort litigation that was then
engulfing and overwhelming American courts.               For
example, because asbestos injuries often have a long
latency period, asbestos mass-tort bankruptcies needed to
account for unknown claimants who could come out of the
woodwork in the future. See Bankruptcy Reform Act of
1994, 108 Stat. 4114–4116; In re Johns-Manville Corp., 68
B. R., at 627–629.
  But as explained above, throughout the history of the
Code and at the time §524(g) was enacted, bankruptcy
courts were also issuing non-debtor releases in other
contexts as well, such as in the Dalkon Shield mass-tort
bankruptcy case. A. H. Robins Co., 880 F. 2d, at 700–702;
see also, e.g., In re Drexel Burnham Lambert Group, Inc.,

 (CA2 1992) (securities litigation context).
Congress therefore made clear that enacting §524(g) for the
urgent asbestos cases did not disturb bankruptcy courts’
preexisting authority to issue such releases in other cases.
  Bottom line: The Court’s reliance on §524(g) directly
contravenes the actual statutory text.
  Second, the Court cites §524(e), which states that a plan’s
discharge of the debtor “does not affect the liability of any
46          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

other entity on . . . such debt.” By its terms, §524(e) does
not purport to preclude releases of creditors’ claims against
non-debtors.      (And were the rule otherwise, even
consensual releases would be prohibited as well.)
   Notably, Congress changed §524(e) to its current wording
in 1979. Before 1979, the statute arguably did preclude
releases of claims against non-debtors who were co-debtors
with a bankrupt company. See 

 (1976 ed.)
(repealed Oct. 1, 1979) (“The liability of a person who is a
co-debtor with, or guarantor or in any manner a surety for,
a bankrupt shall not be altered by the discharge of such
bankrupt” (emphasis added)). But Congress then changed
the law. And the text now means only that the discharge of
the debtor does not itself automatically wipe away the
liability of a non-debtor. Section 524(e) does not speak to
the issue of non-debtor releases or other steps that a plan
may take regarding the liability of a non-debtor for the
same debt. As the American College of Bankruptcy says,
“Section 524(e) is agnostic as to third-party releases.” Brief
for American College of Bankruptcy as Amicus Curiae 6,
n. 3; see also In re Airadigm Communications, Inc., 

 (CA7 2008).
   Third, citing §§523(a), 524(a), and 541(a), the Court says
that the plan improperly grants a “discharge” to the
Sacklers. Ante, at 4, 14–15. And the Court suggests that
giving the Sacklers a “discharge” in Purdue’s bankruptcy
plan in exchange for $5.5 to $6 billion allows the Sacklers
to get away too easy—without filing for bankruptcy
themselves, without having to comply with the Code’s
various restrictions, and without paying enough. See ante,
at 14–15. That point also fails.
   To begin, the premise is incorrect. The Sacklers did not
receive a bankruptcy discharge in this case. Discharge is a
term of art in the Bankruptcy Code. Wainer v. A. J.
Equities, Ltd., 

 (CA5 1993); J. Silverstein,
Hiding in Plain View: A Neglected Supreme Court Decision
                  Cite as: 

 (2024)           47

                   KAVANAUGH, J., dissenting

Resolves the Debate Over Non-Debtor Releases in Chapter
11 Reorganizations, 23 Emory Bkrtcy. Developments J. 13,
130 (2006). When a debtor in bankruptcy receives a
discharge, most (if not all) of their pre-petition debts are
released, giving the debtor a fresh start. See §1141(d)(1)
(Chapter 11 discharge relieves the debtor “from any debt
that arose before the date of ” plan confirmation, with
narrow exceptions); Taggart v. Lorenzen, 

 (2019). The Sacklers did not receive such a
discharge.
   As courts have always recognized, non-debtor releases
are different. Non-debtor releases “do not offer the
umbrella protection of a discharge in bankruptcy.” Johns-
Manville Corp., 

. Rather, non-debtor
releases are accompanied by settlement payments to the
estate by the non-debtor. So non-debtor releases are simply
one part of a settlement of pending or potential claims
against the non-debtor that arise out of some torts
committed by the debtor. They are in essence a traditional
litigation settlement. They are not a blanket discharge for
the non-debtor.
   Here, therefore, the releases apply only to certain claims
against the Sacklers—namely, those “that arise out of or
relate to” Purdue’s bankruptcy. Ibid.; see 69 F. 4th, at 80
(releasing the Sacklers only for claims to which Purdue’s
conduct was “a legal cause or a legally relevant factor to the
cause of action” (quotation marks omitted)). And the non-
debtor releases were negotiated in exchange for a
significant settlement payment that enabled Purdue’s
bankruptcy reorganization to succeed.
   In short, the releases do not grant discharges to non-
debtors and cannot be disallowed on that basis.
   Next, the Court suggests that the Sacklers must file for
bankruptcy themselves in order to be released from
liability. That, too, is incorrect. Nowhere does the Code say
that a non-debtor may be released from liability only by
48          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

filing for bankruptcy. On the contrary, §1123(b)(3) of the
Code already expressly allows a bankruptcy plan to release
a non-debtor from liability to the debtor.
   The Court’s suggestion that a non-debtor must file for
bankruptcy in order to be released from liability not only is
directly at odds with the text of the Code, but also is at odds
with reality. Non-debtor releases are often used in
situations where it is not possible or practicable for the non-
debtors to simply file for individual bankruptcies. This case
is just one example. The “Sacklers are not a simple group
of a few defendants” that could simply have declared one
bankruptcy. 633 B. R., at 88. They are “a large family
divided into two sides, Side A and Side B, with eight pods
or groups of family members within those divisions,” many
of whom live abroad (beyond bankruptcy jurisdiction). Ibid.
And their assets are spread across trusts that are likely
beyond the jurisdiction of U. S. courts as well. Ibid.; see
also id., at 109.
   Likewise, in many other mass-tort bankruptcy cases,
released non-parties could not simply declare their own
bankruptcies either. Insurers, for example, cannot declare
bankruptcy just because a policy limit is reached.
B. Zaretsky, Insurance Proceeds in Bankruptcy, 55
Brooklyn L. Rev. 373, 394–395, and n. 60 (1989). And in
cases involving hundreds of affiliated entities who share
liability and share insurance, such as the Boy Scouts and
the Catholic Church, it would be almost impossible to
coordinate assets and ensure equitable victim recovery
across hundreds of distinct bankruptcies.               Section
§1123(b)(6) provides bankruptcy courts with flexibility to
deal with such situations by approving appropriate non-
debtor releases. See Brief for Boy Scouts of America as
Amicus Curiae 18–20; Brief for Ad Hoc Group of Local
Councils of the Boy Scouts of America as Amicus Curiae 6;
Brief for U. S. Conference of Catholic Bishops as Amicus
Curiae 3–4, 17–22.
                  Cite as: 

 (2024)            49

                   KAVANAUGH, J., dissenting

   The Court next says that the non-debtor release allowed
the Sacklers to bypass certain restrictions on discharges—
for example, that individual debtors are generally not
discharged for fraud claims, §523(a). That argument fails
for the same reason. Non-debtor releases are part of a
negotiated settlement of potential tort claims. They are not
a discharge. And nothing in §523(a) prohibits a debtor’s
reorganization plan from releasing non-debtors for fraud
claims. Indeed, it is undisputed that Purdue’s bankruptcy
could release the Sacklers from at least some fraud
claims—namely, the fraudulent transfer claims—under
§1123(b)(3). No provision in the Code forbids releasing
other fraud claims against the Sacklers, too. The Court’s
concern that the releases apply to claims for “fraud,” ante,
at 15, therefore falls flat.
   In all of those scattershot arguments, the Court seems
concerned that the Sacklers’ $5.5 to $6 billion settlement
payment was not enough. To begin with, even if that were
true, it would not be a reason to categorically disallow non-
debtor releases as a matter of law, as the Court does today.
In any event, that concern is unsupported by the record and
contradicted by the Bankruptcy Court’s undisputed
findings of fact. The Bankruptcy Court found that the
creditors’ and victims’ ability to recover directly from any of
the Sacklers in tort litigation was far from certain. So as in
other tort settlements, the settlement amount here
reflected the parties’ assessments of their probabilities of
success and the likely amount of possible recovery. The
Court today has no good basis for its subtle second-guessing
of the settlement amount.
   And lest we miss the forest for the trees, keep in mind
that the victims and creditors have no incentive to short
their own recoveries or to let the Sacklers off easy. They
despise the Sacklers. Yet they strongly support the plan.
They call the settlement a “remarkable achievement.” Brief
for Respondent Ad Hoc Group of Individual Victims of
50            HARRINGTON v. PURDUE PHARMA L. P.

                       KAVANAUGH, J., dissenting

Purdue Pharma, L. P. et al. 2. And given the high level of
victim and creditor support, the Bankruptcy Court
emphasized: “[T]his is not the Sacklers’ plan,” and “anyone
who contends to the contrary” is “simply misleading the
public.” 633 B. R., at 82.
   The Court today unfortunately falls into that trap. And
it is rather paternalistic for the Court to tell the victims
that they should have done better—and then to turn around
and leave them with potentially nothing.
                              C
   Finally, the Court suggests that non-debtor releases are
not “appropriate” because they are inconsistent with
history and practice. That, too, is seriously mistaken.
   Importantly, Congress did not enact the current
Bankruptcy Code—and with it, §1123(b)(6)—until 1978.
Bankruptcy Code of 1978, 

. For nearly the
entire life of the Code, courts have approved non-debtor
release provisions like this one. So for decades, Chapter 11
of the Code has been understood to grant authority for such
releases when appropriate and necessary to the success of
the reorganization.7
   The Court’s citations to pre-Bankruptcy Code cases are
an off-point deflection and do not account for important and
relevant changes made in the current Bankruptcy Code.
——————
   7 See, e.g., In re Johns-Manville Corp., 

, 624–626 (Bkrtcy.

Ct. SDNY 1986), aff ’d, 

, 90, 93–94 (CA2 1988); In re A. H.
Robins Co., 

 (ED Va. 1988), aff ’d, 

, 700–
702 (CA4 1989); UNARCO Bloomington Factory Workers v. UNR
Industries, Inc., 

, 278–279 (ND Ill. 1990); In re Drexel
Burnham Lambert Group, Inc., 

 (CA2 1992); In re
Master Mortgage Inv. Fund, Inc., 

 (Bkrtcy. Ct. WD Mo.
1994); In re Dow Corning Corp., 

, 653 (CA6); In re Airadigm
Communications, Inc., 

, 655–658 (CA7 2008); In re Seaside
Engineering & Surveying, Inc., 

 (CA11 2015); In re
Boy Scouts of Am. and Del. BSA, LLC, 

, 112, 135–143 (Del.
2023). I could add dozens more citations to this footnote. But the point
is clear.
                 Cite as: 

 (2024)           51

                   KAVANAUGH, J., dissenting

For example, unlike the former Bankruptcy Act of 1898, the
modern Bankruptcy Code grants courts jurisdiction over
“suits between third parties which have an effect on the
bankruptcy estate.” Celotex Corp. v. Edwards, 

 (1995); see 

(a), 1334(b)
(giving bankruptcy courts jurisdiction over any litigation
“related to” the bankruptcy).
   Under the current Bankruptcy Code, it is well settled
that Chapter 11 bankruptcies can and do affect
relationships between creditors and non-debtors who are
intimately related to the bankruptcy. For example, under
the modern Bankruptcy Code, bankruptcy courts routinely
use their broad jurisdiction and equitable powers to stay
any litigation—even litigation entirely between third
parties—that would affect the bankruptcy estate. Celotex,
514 U. S., at 308–310.
   The longstanding practice of staying litigation that could
affect the bankruptcy estate is similar in important
respects to non-debtor releases. In each situation, a
provision of the Code provides an explicit authority: to stay
litigation involving the debtor, §362, and to release claims
involving the debtor, §§1123(b)(1), (3). And in each, the
bankruptcy court invokes its broad jurisdiction and
equitable power to “augment” that authority, extending it
to litigation and claims against non-debtors that might
have a “direct and substantial adverse effect” on the
bankruptcy estate. Celotex, 

.
   In short, the common and long-accepted practice of
staying litigation that could affect the bankruptcy estate
shows that under the modern Code, bankruptcy courts can
and do exercise control over relationships between creditors
52           HARRINGTON v. PURDUE PHARMA L. P.

                      KAVANAUGH, J., dissenting

and non-debtors. The Court’s reliance on pre-Code practice
is misplaced.8
                              IV
   As I see it, today’s decision makes little sense legally,
practically, or economically. It upends the carefully
negotiated Purdue bankruptcy plan and the prompt and
substantial recovery guaranteed to opioid victims and
creditors. Now the opioid victims and creditors are left
holding the bag, with no clear path forward. To reiterate
the words of the victims: “Without the release, the plan will
unravel,” and “there will be no viable path to any victim
recovery.” Tr. of Oral Arg. 100.
   The Court does not say what should happen next. The
Court seems to hope that a new deal is possible, with the
Sacklers buying off the last holdouts.
   But even if it were true that the parties could eventually
reach a new deal, that outcome would likely come at a cost.
Future negotiations and litigation would mean additional
litigation expense that eats away at the recovery that the
opioid victims and creditors have already negotiated, as
well as years of additional delay even though victims and
family members want and need relief now.
   And more to the point, without non-debtor releases, a
new deal will be very difficult to achieve. By eliminating
nonconsensual non-debtor releases, today’s decision gives
every victim and every creditor an absolute right to sue the
Sacklers. Some may hold out from any potential future
settlement and instead sue because they want to have their
day in court to hold the defendants accountable, or because
they want to try to hit the jackpot of a large recovery that
they can keep all to themselves. Moreover, because every
——————
 8 The Court insists that pre-Code practice “may inform our work.”

Ante, at 17, n. 6. But pre-Code practice certainly does not play a role
when that practice has been superseded by an express provision of the
modern Bankruptcy Code.
                  Cite as: 

 (2024)           53

                   KAVANAUGH, J., dissenting

victim and creditor knows that the Sacklers’ resources are
limited, they will now have an incentive to promptly sue the
Sacklers before others sue. To be sure, the victims and
creditors would face an uphill climb in any such litigation,
the Bankruptcy Court found, so it may be that no one will
succeed in tort litigation against the Sacklers, meaning that
no one will get anything. But even if just one of the victims
or creditors—say, a State or a group of victims—is
successful in a suit against the Sacklers, its judgment
“could wipe out all of the collectible Sackler assets,” which
in turn could also deplete Purdue’s estate and leave nothing
for any other victim or creditor. 

. That reality
means that everyone has an incentive to race to the
courthouse to sue the Sacklers pronto—the classic
collective-action problem.
  Because some victims or creditors may hold out from any
potential future settlement for any one of those reasons and
instead still sue, the Sacklers are less likely to settle with
anyone in the first place. Maybe the clouds will part. But
in a world where nonconsensual non-debtor releases are
categorically impermissible, any hope for a new deal seems
questionable—indeed, the parties to the bankruptcy label it
“pure fantasy.” Brief for Debtor Respondents 4.
  The bankruptcy system was designed to prevent that
exact sort of collective-action problem. Non-debtor releases
have been indispensable to solving that problem and
ensuring fair and equitable victim recovery in multiple
bankruptcy proceedings of extraordinary scale—not only
opioids, but also many other mass-tort cases involving
asbestos, the Boy Scouts, the Catholic Church, silicone
breast implants, the Dalkon Shield, and others.
  The Court’s apparent concern that the Sacklers’
settlement payment of $5.5 to $6 billion was not enough
should have led at most to a remand on whether the
releases were “appropriate” under 

(b)(6) (if
anyone had raised that argument here, which they have
54          HARRINGTON v. PURDUE PHARMA L. P.

                   KAVANAUGH, J., dissenting

not). But instead the Court responds with the dramatic
step of repudiating the plan and eliminating non-debtor
releases altogether.
   The Court’s decision today jettisons a carefully
circumscribed and critically important tool that bankruptcy
courts have long used and continue to need to handle mass-
tort bankruptcies going forward.          The text of the
Bankruptcy Code does not come close to requiring such a
ruinous result. Nor does its structure, context, or history.
Nor does hostility to the Sacklers—no matter how deep:
“Nothing is more antithetical to the purpose of bankruptcy
than destroying estate value to punish someone.” A. Casey
& J. Macey, In Defense of Chapter 11 for Mass Torts, 

, 1017 (2023). Gutting this longstanding
bankruptcy court practice is entirely counterproductive,
and simply inflicts still more injury on the opioid victims.
   Opioid victims and other future victims of mass torts will
suffer greatly in the wake of today’s unfortunate and
destabilizing decision. Only Congress can fix the chaos that
will now ensue. The Court’s decision will lead to too much
harm for too many people for Congress to sit by idly without
at least carefully studying the issue. I respectfully dissent.