WINNIPEG, Manitoba, April 24 (Reuters) - Canada's

competition concerns about U.S. agribusiness Bunge's planned

takeover of rival Viterra sets the stage for the companies to

sell some assets to close the deal, experts said.

Bunge's CEO Greg Heckman said remedies may be unnecessary.

The Competition Bureau in Canada, a major grain and canola

exporter, said on Tuesday it was worried about reduced

competition to buy farmers' crops in Western Canada and to sell

canola oil in Eastern Canada if the deal proceeds. It also

flagged as a concern Bunge's minority stake in grain

handler G3, a Viterra competitor.

The global agriculture merger is the largest-ever by dollar

value, creating a company worth $34 billion including debt.

Analysts have said Canada was one of the countries in which the

two companies' assets had the most overlap.

The Competition Bureau said Canada will ask the companies to

address any overlapping concerns related to competition and

transportation. Such remedies often involve selling assets to

third parties in sensitive markets.

"These assets are really valuable," said Derek Brewin, an

agribusiness professor at the University of Manitoba. "I think

there will be competition from any of the Canadian buyers."

Brewin said Bunge may address Canada's concerns by divesting

its G3 stake and a Western Canadian crushing plant.

G3 is a "Cadillac export machine," with its four-year-old

terminal at Port of Vancouver and modern country grain-handling

facilities, Brewin said, adding that canola-crushing facilities

would also see strong buying interest.

France-based Louis Dreyfus, which is expanding

its Canadian canola-crushing capacity, might be a logical buyer

of both assets, Brewin said.

Louis Dreyfus could not be reached for immediate comment.

Richardson International and Cargill also crush

canola and compete with Viterra to handle farmers' grain.

ASSET SALES?

Regulators in 13 jurisdictions, including the U.S., the

European Union, Brazil and China, have not yet approved the

deal, Bunge's Heckman said on Wednesday. But he still expects

the transaction to close by the middle of this year.

"We don't really see any need for remedies in Canada. It

would be too early to speculate on that, but we look forward to

engage on the details," Heckman told analysts on a call to

discuss the company's quarterly earnings.

But Ellen Goddard, a professor emerita of agricultural

economics at the University of Alberta, said Bunge will likely

have to shed assets to gain Canada's approval.

Logical buyers will be those companies whose networks fit

best with available assets, but buyers may have leverage to

press Bunge to include additional facilities in deals, Goddard

said.

The Competition Bureau specifically cited concerns about

reduced competition to buy farmers' canola around Bunge's

crushing plants in Nipawin, Saskatchewan and Altona, Manitoba.

It also worried about reduced competition in selling canola oil

in Ontario and Quebec, where Bunge, Viterra and

Archer-Daniels-Midland ( ADM ) are the only producers.

"They'll go back to the drawing board now," said Murray

Fulton, professor emeritus of public policy at the University of

Saskatchewan, about the companies. "My guess is they've probably

already been working on this."