I guess it depends where the shareprice of the newco goes. Right now you're giving up 3 San Gold shares at 12.5 cents to get 1 newco share valued at 34.5 cents.
If you are playing the arb game, Ker is trading at 33 cents so San Gold is overvalued and Ker is undervalued.
SGR 3 x 12.5 = 37.5 cents ~9% premium
KER 33 cents = ~4% discount
Never thought I'd ever say San Gold was overvalued.