OPINION *

Joseph Downs, Thomas Dunkel, USMR Fund 2, and Oakmont Note Group LLC (collectively, “Plaintiffs”) brought suit against 2012 1 JY Holdings LLC, Peter Andrews, Gregory Palmer d/b/a Dream-builders Investments LLC, and Gregory Palmer (collectively, “Defendants”) for common law fraud and conspiracy and concert of action in the commission of fraud. App. 39-46. The District Court dismissed Plaintiffs’ complaint under the “gist of the action” doctrine pursuant to Fed.R.Civ.P. 12(b)(6) and for failure to join a party under Fed.R.Civ.P. 19. App. 5-29. Plaintiffs urge us to .remand to the District Court for its consideration of Bruno v. Erie Ins. Co., 106 A.3d 48 (Pa. 2014), a Pennsylvania Supreme Court decision addressing the gist of the action doctrine that was published days before the District Court ruled. For the reasons that follow, we will affirm.

I1

The parties buy and sell mortgage notes. App. 41. In previous transactions, Defendants Andrews' and Palmer, through their companies Dreambuilders and JF Holdings, purchased mortgage notes from banks and other institutions, and sold them to buyers such as Plaintiffs Downs and Dunkel, through Plaintiffs’ company Oakmont, App. 41, who could then collect on the notes or resell them for a profit.

In March 2012, Plaintiffs and Defendants discussed the purchase of a group of 171 mortgage notes (the “notes”) at a discount, if Plaintiffs provided full payment of approximately $740,000 in advance of the sale.2 Defendants claimed they needed the money to complete the purchase, which *818was part of a much larger block of loans. App. 42. Interested in the opportunity but lacking access to that amount of cash, Downs and Dunkel entered into a verbal agreement with a third party, Remar Investments LP, to advance the entire $740,000. App. 42. Remar’s investment was contingent upon several terms, including Downs and Dunkel personally guaranteeing the investment and that Remar be listed as the notes’ initial purchaser, to eventually be assigned to a newly created LLC, USMR Fund 2, of which Remar would own 51% and Downs and Dunkel, through Oakmont, would own 49%. App. 42.

After Remar wired the funds necessary for the purchase, Defendants timely delivered the first fifty-nine notes.3 App. 43. The remaining 112 notes were slated for delivery five days later, but did not arrive on time. App. 43-44. According to the complaint, only $399,000 of the notes have been delivered. App. 44.

Plaintiffs filed suit in the Eastern District of Pennsylvania in Oakmont’s name only. App. 326. Their initial complaint was dismissed without prejudice for lack of subject matter jurisdiction. Plaintiffs refiled their suit, making largely the same allegations, and adding Downs and Dunkel individually and USMR Fund 2 as plaintiffs, but omitting Remar. App. 39-46.

Defendants filed a motion to dismiss for, among other things,4 failure to state a claim and failure to join a party under Rule 19, pursuant to Fed.R.Civ.P. 12(b)(6) and (7), respectively.5 App. 56-93. The District Court granted Defendants’ Rule 12(b)(6) motion because their claims were barred by the gist of the action doctrine.6 App. 25-29. The District Court found that the “heart” of Plaintiffs’ claims was “that the [Djefendants did not deliver the en*819forceable mortgage notes that the plaintiffs were due under the contract and the subsequent ... assignment.” App. 28. As a result, the District Court concluded that Plaintiffs’ claims sounded in contract, not tort, requiring- dismissal under the gist of the action doctrine. ■ App. 28-29. The District Court reached this conclusion without addressing the Pennsylvania Supreme Court’s decision in Bruno, published three days before the District Court issued its opinion in this case. See App. 5; see also Bruno, 106 A.3d at 48.

Plaintiffs appeal, arguing that the District Court’s failure to consider the Bruno decision necessitates remand for further consideration.

II7

Plaintiffs contend that the District Court failed to adequately analyze the “nature of the duty alleged to have been breached,” as required by Bruno. Bruno, 106 A.3d at 68; See Appellants’ Br. 18. This argument is unavailing. Although the District Court did not address Bruno, its analysis was consistent with that opinion.

The gist of the action doctrine provides that a tort claim “based on [a] party’s actions undertaken in the course of carrying out a contractual agreement, is barred when the gist or gravamen of the cause of action ... although sounding in tort, is, in actuality, a claim against the party for breach of its contractual obligations.” Id. at 53. Thus, to evaluate whether the gist of the action doctrine applies, a court must identify the duty breached, because “the nature of the duty alleged to have been breached ... [is] the critical determinative factor in determining whether the claim is truly one in tort, or for breach of contract.” Id. at 68. “In this regard, the substance of the allegations comprising a claim in a plaintiffs complaint are of paramount importance, and, thus, the mere labeling by the plaintiff of a claim as being in tort ... is not controlling.” Id. Put simply, consistent with Bruno and its predecessors,8 to determine whether an action is barred by the gist of the action doctrine, we must examine the factual allegations and ask, “[w]hat’s this case really about?” Pediatrix Screening, Inc. v. TeleChem Int’l, Inc., 602 F.3d 541, 550 (3d Cir. 2010).9

This case is about Defendants’ alleged failure to fulfill their contractual promises *820to deliver all of the purchased notes. Even though Plaintiffs allege that the delivery did not occur “because the outstanding notes were never owned by Defendants and [which they] fraudulently represented as being owned or controlled,” App. 44, and “Defendants do not have the funds fraudulently procured or the notes promised having used the funds and notes to perpetuate an on-going Ponzi scheme,” App. 45, the obligation to perform was the result of the contract. See Bruno, 106 A.3d at 69-70 (holding that the claim was not barred, in part, because it was not founded on the breach of any specific exec-utory promise contained in the contract). Thus, regardless of Plaintiffs’ assertions about why the notes were not delivered, the crux of their action is that Defendants failed to deliver the notes as required under the contract, and hence, “the duty breached is one created by the parties by the terms of their contract.” Id. at 68 (when facts establish that “the duty breached is one created by the parties by the terms of their contract,” the claim “is to be viewed as one for breach of contract”).

Like the Bruno court, the District Court appropriately focused on the nature of the duty alleged to be breached, not merely on whether the contractual duties were sufficiently intertwined with the alleged torts. It explicitly held that “[t]he heart of the plaintiffs’ fraud claim ... is that the defendants did not deliver the enforceable mortgage notes,” which “violated an obligation created by contract, rather than by ‘the larger societal policies embodied in the law of torts.’ ” App. 28 (quoting Bohler-Uddeholm Am., Inc. v. Ellwood Grp., Inc., 247 F.3d 79, 104 (3d Cir. 2001)). Because the District Court examined the gist of the action doctrine consistent with Bruno, and reached the correct outcome, there is no need for remand.

Plaintiffs cannot rescue their claim by attempting to cast their complaint as one alleging breach of a different duty, such as fraud in the inducement or misrepresentation regarding how their money would be used. Pennsylvania state and federal courts have reached different conclusions about whether the gist of the action doctrine applies to fraudulent inducement claims. Compare Sullivan v. Chartwell Inv. Partners, LP, 873 A.2d 710, 719 (Pa.Super.Ct. 2005) (allowing claim for fraud in the inducement to proceed where defendant allegedly agreed to perform obligations it had no intention to perform to induce a change in the contract) with Vives v. Rodriguez, 849 F.Supp.2d. 507, 518-20 (E.D.Pa. 2012) (collecting cases and holding a fraudulent inducement claim barred by the gist of the action doctrine); see Wen v. Willis, 117 F.Supp.3d. 673, 681 (E.D.Pa. 2015) (“[W]here the precontractual statements that are the basis for the fraudulent inducement claim concern specific duties that the parties later outlined in the alleged contract,” the claim may be dismissed under the gist of the action doctrine) (quoting Integrated Waste Sol’ns, Inc. v. Goverdhanam, No. 10-2155, 2010 WL 4910176, at *11 (E.D.Pa. Nov. 30, 2010)). However, we need not decide whether fraud in the inducement claims are categorically barred under the gist of the action doctrine because the pleadings demonstrate that this case is about a failure to perform under the contract. Plaintiffs’ complaint demonstrates that the primary basis for alleging that fraudulent activity induced the contract is the fact that the notes were not all delivered in accordance with the contract, not a failure to fulfill a separate societal duty which may exist in other cases. Similarly, the allegation that Plaintiffs’ funds were used for transactions unrelated to purchasing the notes simply' underscores the conclusion that Plaintiff’s claim that the Defen*821dants failed to hold up their end of the bargain. See App. 45-46.

Because the “nature of the duty” alleged to be violated arises out of Defendants’ contractual promises to deliver the notes, and not a broader social duty, see Bruno, 106 A.3d at 68, we will affirm the District Court’s dismissal of the complaint pursuant to the gist of the action doctrine.

Ill

For the foregoing reasons, we will affirm the order of the District Court.

concurring in the judgment.

To affirm the District Court on Rule 12(b)(6) grounds, my colleagues in the Majority read the Plaintiffs’ Complaint narrowly to avoid the unsettled legal question of whether Pennsylvania’s gist of the action doctrine permits a fraudulent inducement claim when the defendant’s supposed misrepresentation was that it intended to perform the duties established in the contract although it in fact never so intended.1 I agree that we need not reach that question, but the reason it should be avoided is that the District Court provided an alternative and more straightforward basis to dismiss the Complaint, namely that dismissal was warranted under Rule 12(b)(7) for failure to join an indispensable party under Rule 19. Because the District Court was correct that this case is potentially missing an essential party, who may upset complete diversity, I would affirm on that ground rather than reaching the merits.

As the Majority indicates, the party that actually purchased the notes from the De-' fendants was not any of the Plaintiffs in this suit, but rather an unjoined party, Remar Investments, LP (“Remar”). In fact, the contract that was supposedly fraudulently induced does "not include any of the Plaintiffs as parties. Rather, it was between Remar and Defendant JV Holdings, LLC. After receiving the mortgage notes from JV Holdings, Remar was to assign them to Plaintiff USMR Fund 2, in which Remar would own a majority share. The Plaintiffs allege that USMR Fund 2 is now completely owned by Oakmont Note Group, LLC (“Oakmont”), which is in turn completely owned by Downs and Dunkel.2 *822They also claim that Remar has assigned all rights in the mortgage notes to USMR Fund 2. Based on those facts and aver-ments, the District Court was concerned that Remar was an indispensable party to this litigation, and I share that concern.

In reviewing the District Court’s Rule 12(b)(7) analysis, we employ a generally deferential standard.

To the extent a district court’s Rule 19(a) determination is premised on a conclusion of law, this court’s review is plenary. Findings of fact are reviewed for clear error. This court reviews for abuse of discretion a district court’s Rule 19(b) determination that a party is indispensable and that dismissal is required because the party’s joinder would destroy subject matter jurisdiction.

Huber v. Taylor, 532 F.3d 237, 247 (3d Cir. 2008) (citation omitted).

The District Court properly engaged in the necessary two-step analysis for evaluating whether a party is indispensible under Rule 19. A court “first must determine whether the absent [parties] should be joined as ‘necessary’ parties under Rule 19(a). If they should be joined, but their joinder is not feasible inasmuch as it would defeat diversity of citizenship ..., [a court] next must determine whether the absent parties are ‘indispensable’ under Rule 19(b).” Gen. Refractories Co. v. First State Ins. Co., 500 F.3d 306, 312 (3d Cir. 2007).

in this case, the District Court determined that Remar was a necessary party under Rule 19(a)(1)(B), which makes a party necessary if that person “claims an interest relating to the subject of the action and is so situated that disposing of the action in the person’s absence may ... leave an existing party subject to a substantial risk of incurring double, multiple, or otherwise inconsistent obligations because of the interest.” Fed.R.Civ.P. 19(a)(1)(B). It is undisputed, as observed by the District Court, that “Remar is a party to the contract underlying the plaintiffs’ claims.” (App.22.) In evaluating the Plaintiffs’ proffered “assignment” of Re-mar’s rights,3 the Court concluded that “[i]t is not clear ... that Remar actually assigned all of its rights and interests in the subject of this action,” as the supposed assignment “makes no mention of an assignment of Remar’s rights under the contract itself, or of an assignment of any fraud claim that Remar might have against defendants.” (App.23.) Moreover, the Court determined that “Remar refused to grant the defendants a full release from liability, indicating that Remar may indeed institute some action against the defendants in the future.” (App.25.) Accordingly, the District Court found that Remar was a necessary party. In the Court’s words, it could not “see how it [could] allow the case to go forward without Re-mar; the risk of prejudice to the defendants is too great.” (App.25.)

*823The Plaintiffs contend that Remar is not a necessary party because it “has no interest in USMR Fund 2, other than” its rights under voting trust and commercial security agreements and as trustee of USMR Fund 2. (Opening Br. at 39.) But the voting trust agreement cited by the Plaintiffs indicates that Remar remains a trustee of “one hundred percent ... of the ... membership interests in USMR Fund 2 LLC,” suggesting that it may still retain an interest in USMR Fund 2 and the mortgage notes. (App.261.) The Plaintiffs also argue that they “were personally liable to Remar for the entire $740,000 under a handshake deal” and that they had in fact paid Remar in full. (Opening Br. at 39.) But they cite no evidence for those assertions, which run headlong into the District Court’s finding that the Plaintiffs did not “produce[] any evidence of the alleged indemnification” of Remar nor any evidence that they “would indeed be able to indemnify Remar for any losses Remar suffered.” (App.23.) I therefore see no basis to upset the District Court’s factual findings, which sufficiently support its conclusion that Remar was a necessary party.

That opens the second part of the Rule 19 analysis, determining whether joinder is feasible. The Plaintiffs suggest that, if Remar is a necessary party, it could simply be joined by the Court under Rule 19(a)(2), but they provide no -reasoning to support the claim that joinder would be feasible. The District Court rightly noted that, “[djespite over two years of litigation ... the plaintiffs have not established the citizenship of Remar.” (App.24.) The primary evidence before the District Court on the Rule 12(b)(7) motion was an affidavit from Remar’s principal averring that Remar’s general partner was Remar Holdings, LLC, a California limited liability company. Even if we were to credit that affidavit, however, it provides just enough information to know that we need much more to determine Remar’s citizenship — namely the identities of Remar’s limited partners and the members of Re-mar Holdings. See Carden v. Arkoma Assocs., 494 U.S. 185, 195, 110 S.Ct. 1015, 108 L.Ed.2d 157 (1990) (holding that a limited partnership’s citizenship depends upon the citizenship of both its general and limited partners); Zambelli Fireworks Mfg. Co. v. Wood) 592 F.3d 412, 420 (3d Cir. 2010) (“[T]he citizenship of an LLC is determined by the citizenship of its members.”).4 Given the Plaintiffs’ ongoing intransigence in declining to provide the information necessary to determine Remar’s citizenship, the District Court did not abuse its discretion in determining that joinder was not feasible.5

*824Based on its conclusions that Remar was a necessary party to avoid prejudice to the Defendants, and that Remar’s citizenship for diversity purposes was indeterminate, the District Court acted reasonably within its discretion in ruling that Remar was an indispensible party that could not be feasibly joined. Dismissal was thus proper under Rule 12(b)(7).

Accordingly, I would affirm the District Court’s dismissal order on Rule 19 grounds rather than reach the merits of the gist of the action dispute. I therefore concur in the judgment of the Court.