Rare Medium Group, which is changing its name to SkyTerra Communications, has acquired two companies based in Atlanta and Virginia.

The first acquisition is of Electronic System Products (ESP) from its current owner. ESP is a 30-person engineering and product development firm, headquartered in Atlanta.

Among their recent accomplishments, ESP’s engineers created the patent pending, in-vehicle system for IQStat, another Atlanta-based company that measures radio listening habits and transmits the data over a national wireless communication network to IQStat’s operations center. It intends to market the aggregated data to broadcasters and advertisers to allow real-time tracking of consumer behavior.

ESP independently acquired approximately 5 percent of IQStat during the second quarter of 2003. It earlier held 16 percent of IQStat, raising the company’s total stake in IQStat to 21 percent of the outstanding equity.

Rare Medium, through a newly formed subsidiary, also acquired approximately 67 percent (on a fully diluted basis) of the outstanding equity of Verestar, a provider of integrated satellite and fiber services based in Fairfax, VA, that employs 300 people.

Concurrent with execution of the definitive purchase agreement, Rare Medium agreed to purchase a $2.5 million senior secured note. Closing of the transaction is subject to Verestar achieving certain concessions from its satellite and terrestrial vendors, approval by the FCC and other customary closing conditions.

In connection with the transactions, New York-based Rare Medium also announced that its board of directors had approved a change in the company’s name to SkyTerra Communications.

The company says the name change better reflects the new focus to offer a broad range of related space and terrestrial communications services and products. These include the MSV Joint Venture’s satellite voice and data business, Verestar’s global integrated satellite and fiber network services and ESP’s product and engineering team.

In addition, the newly-named SkyTerra says it has interests in early stage initiatives, such as Miraxis and IQStat that it hopes will develop future product offerings. Finally, the company expects to use its available cash to support these entities and pursue additional acquisitions that will complement its growing business.

Rare Medium: www.raremedium.com

ESP: www.espipd.com