The gold explorer plans to issue five million units priced at five cents each. Each unit will be made up of one common share and one common share purchase warrant.
Proceeds from the private placement will go toward general working capital and exploration, Guerrero said in a statement.
Today, the company has, subject to regulatory approval, extended certain of its outstanding warrants for an additional year.
The company said 3.33 million warrants that have an exercise price of 30 cents will now expire on July 19, 2013, and another 2.5 million warrants exercisable at 30 cents are set to expire on February 15, 2014.
As part of the deal, Guerrero will own 100 per cent interests in the Cerro Azul and Chapalota projects with Riverside getting $2 million of Guerrero shares.
Both companies said the transaction will strengthen their partnership, with Riverside having the chance to increase its management presence and support through representation on the board of directors and advisory board.
The proposed transaction has penalty provisions in the event a share consolidation occurs in one year of closing of the deal, Guerrero said Wednesday.
The Riverside transaction remains subject to regulatory and shareholder approvals.
Cerro Azul is located near the highly productive southwestern Mexico, Guerrero Gold Belt. The 2011 work program on the 261 square kilometre property consisted primarily of rock chip and soil samples.
Chapalota is located along the western side of the Sierra Madre Occidental Region of Mexico.
The 91 square km property is 50 km to the south of Silvermex's Rosario deposit and 70 km to the north of Oro Mining's La Trinidad deposit. Riverside and Guerrero completed induced polarization as well as soil surveys that defined six target areas on the project.