Co-writer Kip Moore was inspired to write this song when he saw the lipstick that a woman had left on her cigarette. Moore explained to CMT News
that he had taken a smoke break during his songwriting session with Chris Stapleton and Jaren Johnston when "a fairly attractive girl put out a cigarette right beside me."
He added: "I saw the lipstick around the butt, and I just started singing that chorus in my head."
Moore returned to the songwriting session inspired. "I sang some of the chorus immediately, and they both loved it," he recalled. "I was kind of playing the guitar riff. Then Jaren spruced it up, and it just took off. Chris jumped on the melody, and it just became a really cool collaboration that day. We all had a blast writing that song."