FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER

Exhibit 2.2

FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER

THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”) is made and entered into as of September 18, 2013, by and among GlobalOptions Group, Inc., a Delaware corporation (the “Parent”), GO Merger Sub LLC, a Delaware limited liability company and wholly owned subsidiary of Parent (“Merger Sub”), Walker Digital, LLC, a Delaware limited liability company (the “Company Parent”) and Walker Digital Holdings, LLC, a Delaware limited liability company (“Company”).

RECITALS

WHEREAS, the parties hereto are parties to that certain Agreement and Plan of Merger dated as of July 11, 2013 (the “Agreement”); and

WHEREAS, the parties desire to amend certain of the terms of the Agreement on the terms and subject to the conditions set forth herein; and

WHEREAS, capitalized terms used and not defined in this Amendment shall have the respective meanings given them in the Agreement.

AGREEMENT:

NOW, THEREFORE, in consideration of the foregoing premises, the representations, warranties, covenants and agreements contained herein, and certain other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1. Amendments. The Agreement is hereby amended as follows:

(a) Article 1 of the Agreement is hereby amended by inserting the following definitions in appropriate alphabetical order:

“Primary Offering” shall have the meaning set forth in Section 9.2(h).

“Primary Offering Shares” means the shares of Parent Common Stock sold by Company Parent pursuant to the Primary Offering.

“Primary Registration” shall have the meaning set forth in Section 7.6(a)(i).

(b) Article 1 of the Agreement is hereby amended by deleting in their entirety the definitions of “Secondary Registration”, “Secondary Sale”, and “Secondary Sale Shares”.

(c) Sections 6.6(a), 7.6(a), 9.3(g), 9.3(h) and 11.7(c) of the Agreement are hereby amended by deleting the terms “Secondary Sale”, “Secondary Sale Shares” and “Secondary Registration” as they appear in such sections and inserting in their place the terms “Primary Offering”, “Primary Offering Shares” and “Primary Registration”, respectively.

(d) Section 8.9 of the Agreement is hereby deleted.

(e) Section 9.2(h) of the Agreement is hereby amended to read in its entirety as follows:

“(h) Primary Offering. Simultaneous with the Merger, Parent shall conduct a primary offering (the “Primary Offering”) of units consisting of Parent Common Stock and warrants to purchase Parent Common Stock pursuant to which Parent shall receive proceeds in an aggregate amount, and at a per-unit price, to be agreed upon by Parent and Company Parent, such agreement not to be unreasonably withheld, delayed or conditioned by either Parent or Company Parent.”

(f) Section 9.3(i) of the Agreement is hereby amended to read in its entirety as follows:

“(i) Primary Offering. Simultaneous with the Merger, Parent shall conduct the Primary Offering pursuant to which Parent shall receive proceeds in an aggregate amount, and at a per-unit price, to be agreed upon by Parent and Company Parent, such agreement not to be unreasonably withheld, delayed or conditioned by either Parent or Company Parent.”

(g) Section 9.3(g) of the Agreement is hereby amended to read in its entirety as follows:

“(g) Cash at Hand. At the Effective Time, after accounting for all accounts payable and other liabilities and all fees and costs associated with the transactions contemplated by this Agreement as to which Parent is responsible (other than its obligations under Section 7.9 and its the obligation to pay a fee of $100,000 to BCM pursuant to the BCM Restricted Stock Agreement), Parent shall have at least $15,165,000 in unencumbered cash on hand, and the Company shall have received a certificate to such effect signed by a responsible officer of Parent, attaching evidence thereof.”

(h) Schedule 6.5 to the Agreement is hereby deleted and replaced in its entirety by Schedule 6.5 hereto.

2. No Other Amendments. Except as expressly amended by Section 1 of this Amendment, the Agreement remains in full force and effect, and all references to the “Agreement” in the Agreement and the Transaction Documents shall be deemed to refer to the Agreement as amended by this Amendment.

3. Governing Law and Jurisdiction. This Amendment will be governed by, and construed and enforced in accordance with, the Laws of the State of Delaware, without regard to the principles of conflicts of Laws thereof.

4. Counterparts. This Amendment may be executed and delivered by facsimile or email transmission of a portable document format (.pdf) copy and any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument.

[SIGNATURE PAGE FOLLOWS]

IN WITNESS WHEREOF, the parties hereto have executed this Amendment as of the date first written above.

[Signature Page to First Amendment to Agreement and Plan of Merger]

SCHEDULE 6.5

CONTRIBUTION OF ASSETS

A. PATENTS - CORE

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B. (1) CERTAIN PATENT ASSETS** - LOTTERY

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B. (2) CERTAIN PATENT ASSETS** - GAMING

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B. (3) CERTAIN PATENT ASSETS** - VENDING

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SCHEDULE 6.5

CONTRIBUTION OF ASSETS