This is a breakup track, with Jason Aldean and Kelsea Ballerini trading verses before coming together at the chorus. The original Blake Bollinger, Jaron Boyer, Ben Stennis and Michael Tyler penned demo was a solo song and Aldean had planned to cut it on his own. He recalled to iHeartRadio:
"We really didn't have a plan for it to be a duet. The more we kind of got to listening to it, we thought it could probably set up that way, so we started thinking about people, you know… And Kelsea's one of those who's off to a great start. She's really early in her career, first album, but she's off to a really great start, having some big songs, and, you know, I love her voice, I think she's got a great voice."
It was the range and depth of Ballerini's vocals on her "Peter Pan" single, which persuaded Aldean she was the right duet partner for him. "We were looking for somebody to possibly do this duet with, and her name came up," Aldean recalled. "And, really, it was when I heard the song she has out now - the 'Peter Pan' song - that I kinda started to listen to her voice and go, 'Well, I haven't really heard her sing like that yet,' and so that was when it kind of caught my attention."
Aldean recorded his vocals in Nashville, but Ballerini laid hers down in a different location. "She was on tour with Rascal Flatts, and we needed the vocals, so we called Jay DeMarcus and sent the track out and just asked if he could record her singing it, and he did, sent it back to us, and we did everything else here," he said.
Ballerini told Taste of Country the song reminded her of another Aldean duet, "Don't You Wanna Stay." "I remember when he did his duet with Kelly Clarkson," she said. "I feel like him singing with a girl brings out this different side of him as an artist."