I think Neil Novak just answered the question if he would stay in Spider management after the takeover. He said something like his future now remains in the hands of his new bosses. I don't really see a conflict of interest there.
As for the possibility of a class action, I don't see any ground either. If you tendered your shares, it means that you agreed with the Offer (didn't say happily, though).
If you do not agree with Spider's board recommandation, you're in no way obliged to tender your shares. Just keep your shares, and wait for the Compulsory Acquisition process, or Second Stage Transactions that Cliffs will likely put in place during the course of the following weeks. At some point, you will be forced (by way of written notices) to take a decision: 1- to accept the 0,19 $ offered initially, or 2- as a dissenting shareholder, to ask that your shares be bought at their 'fair value'. You will choose #2 if you believe that your shares do worth more than 0,19 $. As you know, KWG Resources Inc did annouce that they will not tender their Spider shares, and they intend to wait until they can use #2.
By voluntarily tendering your shares, you officially accept that the price offered and supported by your elected Spider Management is OK, and/or that you do not want to be bothered with the dissenting process, and/or you fear that the net result -maybe a few pennies more- may not worth the risk and effort involved. KWG's has a primary goal, however, that is to strenghten its own share value! It's a 'timely' friend for the frustrated little spiders like me who still have their legs on!
GLTA.
BaBe.