N-CSR

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED MANAGEMENT

INVESTMENT COMPANIES

Investment Company Act file number             811-07455                    

                           Virtus Opportunities Trust                          

(Exact name of registrant as specified in charter)

101 Munson Street

                         Greenfield, MA  01301-9668                        

(Address of principal executive offices) (Zip code)

Kevin J. Carr, Esq.

Senior Vice President, Chief Legal Officer, Counsel and Secretary for Registrant

100 Pearl Street

                                   Hartford, CT  06103-4506                                  

(Name and address of agent for service)

Registrant’s telephone number, including area code:  (800) 243-1574

Date of fiscal year end:  September 30

Date of reporting period:  September 30, 2016

Form N-CSR is to be used by management investment companies to file reports with the Commission not later than 10 days after the transmission to stockholders of any report that is required to be transmitted to stockholders under Rule 30e-1 under the Investment Company Act of 1940 (17 CFR 270.30e-1). The Commission may use the information provided on Form N-CSR in its regulatory, disclosure review, inspection, and policymaking roles.

A registrant is required to disclose the information specified by Form N-CSR, and the Commission will make this information public. A registrant is not required to respond to the collection of information contained in Form N-CSR unless the Form displays a currently valid Office of Management and Budget (“OMB”) control number. Please direct comments concerning the accuracy of the information collection burden estimate and any suggestions for reducing the burden to Secretary, Securities and Exchange Commission, 100 F Street, NE, Washington, DC 20549. The OMB has reviewed this collection of information under the clearance requirements of 44 U.S.C. § 3507.

Item 1. Reports to Stockholders.

The Report to Shareholders is attached herewith.

ANNUAL REPORT

Virtus Bond Fund*

Virtus CA Tax-Exempt Bond Fund

Virtus Essential Resources Fund*

Virtus High Yield Fund*

Virtus Low Duration Income Fund

Virtus Low Volatility Equity Fund*

Virtus Multi-Sector Intermediate Bond Fund

Virtus Senior Floating Rate Fund*

Virtus Tax-Exempt Bond Fund

Virtus Wealth Masters Fund

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

* Prospectus and Statement of Additional Information supplements applicable to these Funds
appear at the back of this annual report

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Message to Shareholders				1
Disclosure of Fund Expenses				2
Key Investment Terms				4
Fund	Fund Summary		Schedule of Investments
Virtus Bond Fund (“Bond Fund”)		7		31
Virtus CA Tax-Exempt Bond Fund (“CA Tax-Exempt Bond Fund”)		9		38
Virtus Essential Resources Fund (“Essential Resources Fund”)		12		41
Virtus High Yield Fund (“High Yield Fund”)		14		43
Virtus Low Duration Income Fund (“Low Duration Income Fund”)		17		49
Virtus Low Volatility Equity Fund (“Low Volatility Equity Fund”)		19		58
Virtus Multi-Sector Intermediate Bond Fund (“Multi-Sector Intermediate Bond Fund”)		21		59
Virtus Senior Floating Rate Fund (“Senior Floating Rate Fund”)		23		68
Virtus Tax-Exempt Bond Fund (“Tax-Exempt Bond Fund”)		26		74
Virtus Wealth Masters Fund (“Wealth Masters Fund”)		29		79
Statements of Assets and Liabilities		81
Statements of Operations		84
Statements of Changes in Net Assets		88
Financial Highlights		95
Notes to Financial Statements		101
Report of Independent Registered Public Accounting Firm		116
Tax Information Notice		117
Consideration of Advisory and Subadvisory Agreements by the Board of Trustees		118
Results of Shareholder Meetings		120
Fund Management Tables		124

Proxy Voting Procedures and Voting Record (Form N-PX)

The subadvisers vote proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees of the Trust (“Trustees,” or the “Board”). You may obtain a description of these procedures, along with information regarding how the Funds voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

Form N-Q Information

The Trust files a complete schedule of portfolio holdings for each Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Funds presented in this book unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, each Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To My Fellow Shareholders of Virtus Mutual Funds:

I am pleased to present this annual report that reviews the performance of your fund for the 12 months ended September 30, 2016. During the first half of the fiscal year, global equity markets were challenged by falling oil prices, China’s slowdown, and concerns over the Federal Reserve’s (“the Fed”) first rate hike in nine years, which occurred in December 2015. Equities plummeted in early 2016, but stabilizing oil prices and the Fed’s softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely

short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By the end of September, U.S. equity markets had recovered much of their losses, and the 12-month period was positive for many asset classes. For the 12 months ended September 30, 2016, U.S. small-cap stocks kept pace with U.S. large-cap stocks, as measured by the 15.47% and 15.43% returns of the Russell 2000® Index and S&P 500® Index, respectively. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.78%, while the MSCI EAFE® Index (net) returned 6.52%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.06% one year earlier. For the 12 months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.19%, while non-investment grade bonds rose 12.73%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success. Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016

Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

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VIRTUS OPPORTUNITIES TRUST

Disclosure of Fund Expenses (Unaudited)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of a Virtus Opportunities Trust Fund (each, a “Fund”) you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class C shares; and (2) ongoing costs, including investment advisory fees, distribution and service fees, and other expenses. Class I shares and Class R6 shares are sold without sales charges and do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Bond Fund
Actual
Class A	$	1,000.00	$	1,048.70		0.87	%	$	4.46
Class B		1,000.00		1,043.30		1.63			8.33
Class C		1,000.00		1,044.00		1.62			8.28
Class I		1,000.00		1,050.20		0.62			3.18
Hypothetical (5% return before expenses)
Class A		1,000.00		1,020.65		0.87			4.39
Class B		1,000.00		1,016.85		1.63			8.22
Class C		1,000.00		1,016.90		1.62			8.17
Class I		1,000.00		1,021.90		0.62			3.13
CA Tax Exempt Bond Fund
Actual
Class A	$	1,000.00	$	1,024.00		0.87	%	$	4.41
Class I		1,000.00		1,026.20		0.62			3.15
Hypothetical (5% return before expenses)
Class A		1,000.00		1,020.71		0.87			4.41
Class I		1,000.00		1,021.96		0.62			3.14
Essential Resources Fund
Actual
Class A	$	1,000.00	$	1,052.40		1.68	%	$	8.64
Class C		1,000.00		1,049.10		2.42			12.43
Class I		1,000.00		1,054.80		1.42			7.31
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.60		1.68			8.47
Class C		1,000.00		1,012.90		2.42			12.18
Class I		1,000.00		1,017.90		1.42			7.16
High Yield Fund
Actual
Class A	$	1,000.00	$	1,093.70		1.15	%	$	6.02
Class B		1,000.00		1,089.70		1.89			9.87
Class C		1,000.00		1,091.30		1.90			9.93
Class I		1,000.00		1,095.10		0.90			4.71
Hypothetical (5% return before expenses)
Class A		1,000.00		1,019.25		1.15			5.81
Class B		1,000.00		1,015.55		1.89			9.52
Class C		1,000.00		1,015.50		1.90			9.57
Class I		1,000.00		1,020.50		0.90			4.55
Low Duration Income Fund
Actual
Class A	$	1,000.00	$	1,022.20		0.77	%	$	3.89
Class C		1,000.00		1,017.40		1.52			7.67
Class I		1,000.00		1,023.50		0.52			2.63
Hypothetical
Class A		1,000.00		1,021.15		0.77			3.89
Class C		1,000.00		1,017.40		1.52			7.67
Class I		1,000.00		1,022.40		0.52			2.63

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VIRTUS OPPORTUNITIES TRUST

Disclosure of Fund Expenses (Unaudited) (Continued)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Low Volatility Equity Fund
Actual
Class A	$	1,000.00	$	1,044.20		1.58	%	$	8.07
Class C		1,000.00		1,041.10		2.34			11.94
Class I		1,000.00		1,046.80		1.33			6.81
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.10		1.58			7.97
Class C		1,000.00		1,013.30		2.34			11.78
Class I		1,000.00		1,018.35		1.33			6.71
Multi-Sector Intermediate Bond Fund
Actual
Class A	$	1,000.00	$	1,085.90		1.15	%	$	6.00
Class B		1,000.00		1,082.10		1.89			9.84
Class C		1,000.00		1,082.00		1.89			9.84
Class I		1,000.00		1,087.20		0.89			4.64
Class R6		1,000.00		1,088.70		0.83			4.33
Hypothetical (5% return before expenses)
Class A		1,000.00		1,019.25		1.15			5.81
Class B		1,000.00		1,015.55		1.89			9.52
Class C		1,000.00		1,015.55		1.89			9.52
Class I		1,000.00		1,020.55		0.89			4.50
Class R6		1,000.00		1,020.85		0.83			4.19
Senior Floating Rate Fund
Actual
Class A	$	1,000.00	$	1,047.07		1.25	%	$	6.40
Class C		1,000.00		1,043.08		2.00			10.22
Class I		1,000.00		1,048.44		1.00			5.12
Hypothetical (5% return before expenses)
Class A		1,000.00		1,018.75		1.25			6.31
Class C		1,000.00		1,015.00		2.00			10.08
Class I		1,000.00		1,020.00		1.00			5.05
Tax-Exempt Bond Fund
Actual
Class A	$	1,000.00	$	1,015.50		0.87	%	$	4.38
Class C		1,000.00		1,011.60		1.62			8.15
Class I		1,000.00		1,016.80		0.63			3.18
Hypothetical (5% return before expenses)
Class A		1,000.00		1,020.65		0.87			4.39
Class C		1,000.00		1,016.90		1.62			8.17
Class I		1,000.00		1,021.85		0.63			3.18
Wealth Masters Fund
Actual
Class A	$	1,000.00	$	1,090.40		1.48	%	$	7.73
Class C		1,000.00		1,086.10		2.23			11.63
Class I		1,000.00		1,091.60		1.23			6.43
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.60		1.48			7.47
Class C		1,000.00		1,013.85		2.23			11.23
Class I		1,000.00		1,018.85		1.23			6.21

* Expenses are equal to the relevant Funds’ annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

For Funds which may invest in other funds, the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher.

You can find more information about the Funds’ expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus.

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VIRTUS OPPORTUNITIES TRUST

KEY INVESTMENT TERMS

SEPTEMBER 30, 2016 (Unaudited)

American Depositary Receipt (ADR)

Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or a trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares.

Bank of Japan (“BOJ”)

The Bank of Japan is the Japanese central bank.

Bloomberg Barclays California Municipal Bond Index

The Bloomberg Barclays California Municipal Bond Index measures long term investment grade, tax-exempt and fixed rate bonds issued in California. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays Municipal Bond Index

The Bloomberg Barclays Municipal Bond Index is a market capitalization-weighted index that measures the long-term tax-exempt bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment grade fixed rate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. High-Yield 2% Issuer Capped Bond Index

The Bloomberg Barclays High-Yield 2% Issuer Capped Bond Index is a market capitalization-weighted index that measures fixed rate non-investment grade debt securities of U.S. and non-U.S. corporations. No single issuer accounts for more than 2% of market cap. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Intermediate Government/Credit Bond Index

The Bloomberg Barclays U.S. Intermediate Government/Credit Bond Index measures U.S. investment grade government and corporate debt securities with an average maturity of 4 to 5 years. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

BofA Merrill Lynch U.S. Municipal Securities Index

The BofA Merrill Lynch U.S. Municipal Securities Index tracks the performance of U.S. dollar denominated investment grade tax-exempt debt publicly issued by U.S. states and territories, and their political subdivisions, in the U.S. domestic market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

BofA Merrill Lynch 1–22 Year U.S. Municipal Securities Index

The BofA Merrill Lynch 1–22 Year U.S. Municipal Securities Index is a a subset of the BofA Merrill Lynch U.S. Municipal Securities Index including all securities with a remaining term to final maturity less than 22 years, calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Chicago Board Options Exchange (CBOE) Volatility Index

The Chicago Board Options Exchange (CBOE) Volatility Index (“VIX^®”) shows the market’s expectation of 30-day volatility. It is constructed using the implied volatilities of a wide range of S&P 500^® Index options. This volatility is meant to be forward looking and is calculated from both calls and puts. The VIX^® is a widely used measure of market risk and is often referred to as the “investor fear gauge.” The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

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VIRTUS OPPORTUNITIES TRUST

KEY INVESTMENT TERMS (Continued)

SEPTEMBER 30, 2016 (Unaudited)

CBOE S&P 500 Buywrite Index

The CBOE S&P 500 Buywrite Index is a passive total return index based on buying an S&P 500^® stock index portfolio and “writing” (or selling) the nearterm S&P 500^® Index (SPXSM) “covered” call option. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Collateralized Loan Obligation (“CLO”)

A collateralized loan obligation is a type of security backed by a pool of debt, typically low-rated corporate loans, structured so that there are several classes of bondholders with varying maturities, called tranches.

European Central Bank (“ECB”)

The European Central Bank (ECB) is responsible for conducting monetary policy for the eurozone. The ECB was established as the core of the Eurosystem and the European System of Central Banks (ESCB). The ESCB comprises the ECB and the national central banks (NCBs) of all 17 European Union Member States whether they have adopted the Euro or not.

European Union (“EU”)

The European Union (“EU”) is a unique economic and political union of 28 European countries. The EU was created in the aftermath of the Second World War that has become a single market for goods and services and it created the single currency the euro.

Exchange-Traded Funds (ETF)

A Fund that is traded on a stock exchange. Most ETFs have a portfolio of stocks or bonds that track a specific market index.

Federal Reserve (the “Fed”)

The Central Bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

Gross Domestic Product (“GDP”)

The market value of all officially recognized final goods and services produced within a country in a given period.

iShares^®

Represents shares of an open-end exchange-traded fund.

London Interbank Offered Rate (LIBOR)

A benchmark rate that some of the world’s leading banks charge each other for short-term loans and that serves as the first step to calculating interest rates on various loans throughout the world.

Mergers and Acquisitions (M&A) Bond

An M&A bond is a type of corporate bond that is used to raise money for financing activities such as mergers and acquisitions.

MSCI EAFE^® Index (net)

The MSCI EAFE^® Index (net) is a free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

MSCI World Index (net)

The MSCI World Index (net) is a free float-adjusted market capitalization-weighted index that measures developed global market equity performance. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

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VIRTUS OPPORTUNITIES TRUST

KEY INVESTMENT TERMS (Continued)

SEPTEMBER 30, 2016 (Unaudited)

Organization of the Petroleum Exporting Countries (OPEC)

The Organization of the Petroleum Exporting Countries was originally organized in September 1960 with 5 member countries and there are currently 12 member countries. The organization’s objective is to co-ordinate and unify petroleum policies among member countries, in order to secure fair and stable prices for petroleum producers; an efficient, economic and regular supply of petroleum to consuming nations; and a fair return on capital to those investing in the industry.

Payment-in-Kind Security (PIK)

A bond which pays interest in the form of additional bonds, or preferred stock which pays dividends in the form of additional preferred stock.

Real Estate Investment Trust (REIT)

A publicly traded company that owns, develops and operates income-producing real estate such as apartments, office buildings, hotels, shopping centers and other commercial properties.

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

S&P 100^® Index

The S&P 100^® Index, a sub-set of the S&P 500^®, measures the performance of large-cap U.S. companies, and comprises 100 major, blue chip companies across multiple industry groups.

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

S&P Global Natural Resources Index (net)

The S&P Global Natural Resources Index (net) is a free-float market capitalization index calculated on a total return basis with net dividends reinvested. The index consists of 90 of the largest publicly traded companies in natural resources and commodities businesses that meet specific investability requirements, offering investors diversified and investable equity exposure across three primary commodity-related sectors: agribusiness, energy, and metals and mining. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

S&P/LSTA Leveraged Loan Index

The S&P/LSTA Leveraged Loan Index is a daily total return index that uses LSTA/LPC Mark-to-Market Pricing (third-party research data on the price movements of senior secured floating rate loans in the secondary loan market) to calculate market value change. On a real-time basis, the Index tracks the current outstanding balance and spread over LIBOR for fully funded term loans. The facilities included in the Index represent a broad cross section of leveraged loans syndicated in the United States, including dollar-denominated loans to overseas issuers. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges and it is not available for direct investment.

Tax-Exempt Bond Linked Benchmark

The Tax-Exempt Bond Linked Benchmark consists of the BofA Merrill Lynch 1-22 Year US Municipal Securities Index, a subset of the BofA Merrill Lynch US Municipal Securities Index including all securities with a remaining term to final maturity less than 22 years, calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment. Performance of the Tax- Exempt Bond Linked Benchmark prior to 6/30/2012 is that of the Barclays Municipal Bond Index.

When-issued and Forward Commitments (Delayed Delivery)

Securities purchased on a when-issued or forward commitment basis are also known as delayed delivery transactions. Delayed delivery transactions involve a commitment by a Fund to purchase or sell a security at a future date, ordinarily up to 90 days later. When-issued or forward commitments enable a Fund to lock in what is believed to be an attractive price or yield on a particular security for a period of time, regardless of future changes in interest rates.

6

Bond Fund   Fund Summary Ticker Symbols: Class A: SAVAX Class B: SAVBX Class C: SAVCX Class I: SAVYX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective of high total return from both current income and capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 6.38%, Class B shares returned 5.47%, Class C shares returned 5.54%, and Class I shares returned 6.63%. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, which serves as the broad-based and style-specific benchmark index appropriate for comparison, returned 5.19%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the market perform during the Fund’s fiscal year?

¢ Most fixed income spread sectors outperformed U.S. Treasuries during the fiscal year. The U.S. Federal Reserve’s (“the Fed”) dovish stance in mid-February sparked a rally that turned around a volatile time period that began with fresh concerns over China, plummeting oil prices, and fears that the Fed had raised interest rates too soon.

¢ Late in June volatility returned briefly with fallout from the U.K.’s unexpected decision to leave the European Union (“Brexit”). Bond yields in the U.S., Japan, and across Europe fell to historic lows in early July as investors fled to the safety of bonds on global growth concerns fueled by the June 23 Brexit vote. Markets recovered rather quickly however from the initial shock. Easing by major central banks and a weaker U.S. dollar helped to improve global risk sentiment and stabilize markets.

¢ September brought heightened concerns over the ability and willingness of global central banks to fight chronic low inflation and weak growth as the decision by the European Central Bank (“ECB”) to leave interest rates and its stimulus program unchanged was a precipitating factor in a widespread market sell-off, reinforced by fears that

the Bank of Japan (“BOJ”) had run out of quantitative easing tools. Hawkish signals from the Fed added to the volatility. The BOJ subsequently decided not to reduce interest rates further but to shift its focus to stabilizing rates for longer maturity government bonds. This bolstered market sentiment, as did the Fed’s eventual decision to stand pat at its September monetary policy meeting.

¢ Over the last 12 months, U.S. Treasury yields increased for shorter maturity bonds while yields decreased for intermediate to longer term bonds.

What factors affected the Fund’s performance during its fiscal year?

¢ The underperformance of U.S. Treasuries relative to most fixed income spread sectors was the key driver of the Fund’s outperformance for the fiscal year.

¢ The Fund’s allocation to the corporate high yield sector and issue selection within corporate high quality bonds were the largest positive contributors to performance during the fiscal year.

¢ During the fiscal year, the Fund’s allocation to asset-backed securities detracted from performance.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

ABS/MBS: Changes in interest rates can cause both extension and prepayment risks for asset- and mortgage-backed securities. These securities are also subject to risks associated with the repayment of underlying collateral.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Corporate Bonds and Notes			47	%
Financials	17	%
Consumer Discretionary	6
Real Estate	4
All other Corporate Bonds and Notes	20
Mortgage-Backed Securities			27
U.S. Government Securities			7
Asset-Backed Securities			5
Loan Agreements			4
Preferred Stocks			3
Other Investments			7
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

7

Bond Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years
Class A Shares at NAV2		6.38	%		4.29	%		5.04	%
Class A Shares at POP3		2.39			3.50			4.64
Class B Shares at NAV2		5.47			3.50			4.24
Class B Shares with CDSC4		1.47			3.50			4.24
Class C Shares at NAV2		5.54			3.52			4.25
Class I Shares at NAV		6.63			4.57			5.31
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79

Fund Expense Ratios⁵: A Shares: Gross 1.13%, Net 0.86%; B Shares: Gross 1.88%, Net 1.61%; C Shares: Gross 1.88%, Net 1.61%; I Shares: Gross 0.88%, Net 0.61%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 3.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for B shares decline from 5% to 0% over a five-year period. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class B, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

8

CA Tax-Exempt Bond Fund   Fund Summary Ticker Symbols: Class A: CTESX Class I: CTXEX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective of obtaining a high level of current income exempt from California state and local income taxes, as well as federal income tax, consistent with the preservation of capital.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 5.56% and Class I shares returned 5.83%. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a broad-based fixed income index, returned 5.19%, and the Bloomberg Barclays California Municipal Bond Index, the Fund’s style-specific benchmark appropriate for comparison, returned 5.45%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

The municipal bond market experienced solid performance over the 12 months ended September 30, 2016, as tax-free interest rates declined and credit risk spreads narrowed. The market’s technical conditions (supply and demand) remained strong for much of the period, with investors continuing to pour money into open-end municipal bond mutual funds and new issuance of municipal bonds mostly manageable despite interest rates hovering near generational low levels. However, the technical support weakened somewhat as the end of September approached. U.S. Treasury yields began to rise and tax-free interest rates followed, as the market priced in a higher probability of a rate hike by the Federal Reserve (“the Fed”). At the same time, municipal bond supply increased as municipalities issued bonds to get ahead of potential Fed rate hikes and perhaps to catch up on issuance delayed as a result of disruptions related to the U.K.’s “Brexit” vote in late June. The markets also were receptive to lower-rated credits as investors reached for yield across all areas of the fixed income market. As a result of the rise in yields and surge in supply, municipal bond performance turned negative for the first time in over a year.

The municipal market was otherwise resilient in the face of a number of market events and conditions, including repercussions from the U.K.’s surprising Brexit vote outcome; Puerto Rico’s default on its general obligation bonds and select public corporations; oil price volatility; the increasing and decreasing probabilities of a Fed rate hike; the U.S. presidential election; and the problems surrounding underfunded pension plans across the country. Aside from Puerto Rico, defaults have been very low in the municipal bond sector.

Demand for municipal bonds continued unabated, with 52 consecutive weeks of inflows into municipal bond mutual funds totaling over $50 billion. While long-term funds represented the bulk of the assets in terms of flows, the highest percentage increase of assets under management occurred among high yield funds. Though interrupted by the recent increase in supply, strong technicals have been the driving factor in the municipal market’s strength.

The economy continued to expand during the period, but the slow pace of growth continued to have an adverse effect on state budgets. State and local sales tax growth remained positive, but showed signs of slowing. Personal tax collections in the second quarter of 2016 grew by only 1.8% year-over-year, according to the Rockefeller Institute. Local property taxes, however, continued to benefit from an improving housing market and home prices.

By far, the largest challenge to the municipal credit remained the extent of underfunded pension obligations. Pension funds across the country have been struggling to meet assumed rates of return in the current low interest rate/stagnant stock market environment. As an example of a particularly serious situation, the California Public Employees’ Retirement System (“CALPERS”) reported a 0.6% return in its last fiscal year, far short of an assumed rate of return of 7.5%. The impact of lower-than-expected returns on pension funding levels has increased the stress on municipal budgets to increase annual contributions and divert funds from other spending.

What factors affected the Fund’s performance during its fiscal year?

Over the past 12 months, the market’s best performers were longer duration, lower coupon, and lower credit quality bonds as interest rates declined beyond five years and risk premiums narrowed.

While they still produced positive performance, bonds with shorter maturities, lower duration, and higher credit quality displayed relatively weaker performance for most of the year.

The Fund’s performance relative to the benchmark benefited from exposure to bonds with long maturities, lower-rated securities (including below-investment grade-rated bonds), and lower coupon securities. The Fund’s relative performance was negatively impacted by exposure to short-term maturities, higher coupons, better quality, and pre-refunded bonds.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Geographic Concentration: A fund that focuses its investments in a particular geographic location will be highly sensitive to financial, economic, political, and other developments affecting the fiscal stability of that location.

Municipal Market: Events negatively impacting a municipal security, or the municipal bond market in general, may cause the fund to decrease in value.

State & AMT Tax: A portion of income may be subject to some state and/or local taxes and, for certain investors, a portion may be subject to the federal alternative minimum tax.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

9

CA Tax-Exempt Bond Fund (Continued)

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Tax-Exempt Municipal Bonds			100	%
Pre-Refunded	15	%
General Obligation	13
Development Revenue	13
Water & Sewer Revenue	11
Lease Revenue	10
General Revenue	9
Medical Revenue	8
Other	21
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

10

CA Tax-Exempt Bond Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years
Class A Shares at NAV2		5.56	%		5.00	%		4.48	%
Class A Shares at POP3,4		2.66			4.42			4.19
Class I Shares at NAV		5.83			5.25			4.74
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79
Bloomberg Barclays California Municipal Bond Index		5.45			5.17			4.98

Fund Expense Ratios⁵: A Shares: Gross 1.18%, Net 0.85%; I Shares: Gross 0.93%, Net 0.60%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 2.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid are 1% and 0% thereafter.

⁵  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006 for Class A and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

11

Essential Resources Fund   Fund Summary Ticker Symbols: Class A: VERAX Class C: VERCX Class I: VERIX

Portfolio Manager Commentary by KBI Global Investors (North America) Ltd.

¢ The Fund is diversified and has an investment objective of capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 12.93%, Class C shares returned 12.07%, and Class I shares returned 13.27%. For the same period, the S&P 500^® Index, a broad-based fixed equity index, returned 15.43% and the S&P Global Natural Resources Index (net) the Fund’s style-specific benchmark appropriate for comparison returned 23.89%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

During the Fund’s fiscal year, global stock markets made strong gains, bond yields continued to trend lower, and commodity prices were generally higher. The S&P Global Natural Resources Index returned a stellar 23.89% (net), in U.S. dollars (USD), outperforming the MSCI World Index (net) (+11.4% net, in USD) by a significant margin.

The extraordinary easy monetary policy being pursued by central banks globally since 2008 continued throughout the period. More recently, this journey has resulted in increasingly negative interest rates and bond yields around the globe. Indeed, the decision of the U.S. Federal Reserve to raise interest rates last December, even if repeated in coming months, is looking more and more like an anomaly in this overall context. Low rates and yields have become the new normal. Emerging markets have proven to be particular beneficiaries. A generally better tone for commodity prices and better-than-feared data from China also helped emerging market equities to outperform during the period.

The announcement in late September from oil cartel OPEC that it would scale back production later this year helped oil prices rally towards $50 a barrel. Latin America benefited in particular from strong gains in

Brazil. Growing expectations of improved earnings and economic growth continued to support the recovery there.

What factors affected the Fund’s performance during its fiscal year?

The Fund underperformed the S&P Global Natural Resources Index during the fiscal year ended September 30, 2016. Sector allocation was important as there is a high degree of difference between the composition of the Fund and the Index, both at the sector and stock levels. The Index had a high exposure to energy stocks (roughly 29%), which benefited from a very strong run due to rising oil prices, while the Fund had only 2% in energy stocks and zero exposure to oil stocks. The Index also had a large weighting in the materials sector (about 65%), which benefited from a rebound in mining and gold names. These stocks of extractive industries which the Fund did not hold. In terms of positive contributors, the Fund had positive stock selection in the consumer staples sector, and a larger exposure to this sector than the Index.

Water was the best performing sector for the Fund, both on a relative and absolute basis, followed by energy solutions. The agribusiness sector was the poorest performer. The Fund remained broadly equally weighted to the water, energy solutions, and agribusiness sectors, allowing for market movements.

Cyclical stocks came back into favor in 2016 as relatively cheap valuations saw value-oriented names outperform the growth stocks that had previously seen a lot of momentum. Company earnings over the period were also more in line with expectations and this provided support for many of our water-related stocks, particularly in instances where there was less certainty in the lead-up to results. The utility segment was a strong performer in the period due to its defensive nature as significant political and macro uncertainty provided momentum. The infrastructure segment also saw strong performance, particularly in the second half of the period, as our most cyclical segment benefited from the outperformance of stocks with more cyclical end markets.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to

change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results and there is no guarantee market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Industrials	27	%
Consumer Staples	16
Utilities	16
Materials	14
Information Technology	8
Consumer Discretionary	7
Financials	4
Other	8
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

12

Essential Resources Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		12.93	%		-6.14	%		3/24/15
Class A Shares at POP3,4		6.44			-9.72			3/24/15
Class C Shares at NAV2 and with CDSC4		12.07			-6.84			3/24/15
Class I Shares at NAV2		13.27			-5.88			3/24/15
S&P 500® Index		15.43			4.62	5		—
S&P Global Natural Resources Index (net)		23.89			-4.13	5		—

Fund Expense Ratios⁶: A Shares: Gross 6.27%, Net 1.66%; C Shares: Gross 7.02%, Net 2.41%; I Shares: Gross 6.02%, Net 1.41%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by a contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on March 24, 2015 (inception date of the Fund) for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

13

High Yield Fund   Fund Summary Ticker Symbols: Class A: PHCHX Class B: PHCCX Class C: PGHCX Class I: PHCIX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has a primary investment objective of high current income and a secondary objective of capital growth.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 10.59%, Class B shares returned 9.52%, and Class C shares returned 9.68%. Class I shares returned 10.86%. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a broad-based fixed income index, returned 5.19%, and the Bloomberg Barclays U.S. High-Yield 2% Issuer Capped Bond Index, the Fund‘s style-specific index appropriate for comparison, returned 12.74%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the market perform during the Fund’s fiscal year?

The U.S. high yield market, as measured by the Bloomberg Barclays U.S. High-Yield 2% Issuer Capped Bond Index, posted a 12.74% return for the fiscal year ended September 30, 2016. There was a sharp contrast in performance between the first quarter and the rest of the fiscal year. Heightened concerns over China’s slowdown and its adverse impact on commodity prices and currencies weighed heavily on the high yield sector from October to December 2015, producing a negative result. The energy and metals & mining industries led the sector down with double-digit negative returns, but other favorably-viewed industries followed them into negative territory. The turbulence continued into January and early February. The Federal Reserve’s dovish tone in mid-February, however, sparked a rally and a demand for risk assets that continued almost unabated for the rest of the year. As of September 30, the high yield sector had posted eight consecutive months of positive returns.

The steep recovery of the energy and metals & mining industry groups within the high yield benchmark index best accounts for the strength in the high yield market over the fiscal year. For the first

nine months of 2016, metals & mining gained 41.1%; for the last 12 months, which includes the negative performance from October to December 2015, the gain was 27.7%. The nine- and 12-month returns for energy were 29.81% and 13.09%, respectively, but the strong performance of the high yield sector really began February 11 with the Index returning 21.37%, while the underlying metals & mining and energy industries returned 48.51%, and 60.40%, respectively, from that point until the end of the fiscal year.

The returns across the rating spectrum demonstrated the effect of easy global monetary policy and the lack of viable income alternatives. As investors reached for yield, the lower credit tiers outperformed, as measured by the high yield benchmark index, with CCCs, Bs, and BBs returning 25.55%, 13.52%, and 12.29% over the last nine months, and 16.12%, 11.29%, and 12.13% for the full fiscal year, respectively.

Fundamentals have weakened, particularly in the energy and metals & mining industries. As is consistent with the later stages of the credit cycle, leverage has crept up, cash as a percentage of debt has decreased, and the default rate has continued to climb. The default rate rose to 5.4% as of the end of the Fund’s fiscal year.

From a technical perspective, the high yield sector experienced considerable outflows during October to December 2015. A dramatic reversal occurred in mid-February and flows were mostly positive after that watershed event. Similarly, initially anemic issuance turned robust over the last three quarters of the fiscal year.

What factors affected the Fund’s performance during its fiscal year?

The positive performance of the U.S. high yield market contributed to the Fund’s positive return during the year.

The top contributors to the Fund’s performance during the year were issue selection, as well as some of our conscious overweights and underweights within certain industries. In particular, the portfolio benefited from issue selection within the cable-satellite, wireline, and supermarket industries, and our allocations to gaming and banking. Our allocation

and issue selection to electric utilities was also additive to performance.

A primary detractor from performance was higher quality bias. Our underweight to the energy and metals & mining industries helped performance early in the year. However, our relatively lower risk positioning held the Fund back after the mid-February rally. We added some risk to the portfolio and brought up our energy and metals & mining weightings, but we did not chase yields in the most downtrodden areas of the high yield sector where the bulk of performance occurred.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Foreign Investing: Investing internationally involves additional risks such as currency, political, accounting, economic, and market risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

14

High Yield Fund (Continued)

Asset Allocation
The following table presents asset allocations within certain sectors as a percentage of total investments as of September 30, 2016.
Corporate Bonds and Notes			82	%
Consumer Discretionary	22	%
Energy	13
Health Care	11
Materials	9
Telecommunication Services	7
Financials	6
Industrials	6
All other Corporate Bonds and Notes	8
Loan Agreements			10
Other (includes short-term investments)			8
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

15

High Yield Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years			Since Inception			Inception Date
Class A Shares at NAV2		10.59	%		7.73	%		5.33	%		—			—
Class A Shares at POP3,4		6.44			6.91			4.93			—			—
Class B Shares at NAV2		9.52			6.91			4.54			—			—
Class B Shares with CDSC4		5.52			6.91			4.54			—			—
Class C Shares at NAV2 and with CDSC4		9.68			6.94			4.57			—			—
Class I Shares at NAV2		10.86			—			—			5.71	%		8/8/12
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79			2.64	5		—
Bloomberg Barclays U.S. High-Yield 2% Issuer Capped Bond Index		12.74			8.34			7.80			6.02	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.33%, Net 1.16% B Shares: Gross 2.08%, Net 1.91% C Shares: Gross 2.08%, Net 1.91% Class I: Gross 1.08% Net 0.91%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 3.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for B shares decline from 5% to 0% over a five-year period. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the inception date of Class I.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class B, and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

16

Low Duration Income Fund   Fund Summary Ticker Symbols: A Share: HIMZX C Share: PCMZX I Share: HIBIX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective to provide a high level of total return, including a competitive level of current income, while limiting fluctuations in net asset value due to changes in interest rates.

Effective September 23, 2016, the Virtus Low Duration Fund was reorganized as a series of Virtus Opportunities Trust and its fiscal year end changed from December 31 to September 30. As a result, the commentary addresses nine months of performance through September 30.

¢ For the fiscal period January 1, 2016, through September 30, 2016, the Fund’s Class A shares at NAV returned 3.25%*, Class C shares at NAV returned 2.67%* and Class I shares at NAV returned 3.44%*. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a broad-based fixed income index, returned 5.80%* and the Bloomberg Barclays U.S. Intermediate Government/Credit Bond Index, which is the Fund’s style-specific benchmark appropriate for comparison, returned 4.23%*.

* Returns less than 1 year are not annualized.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the market perform during the Fund’s nine- month fiscal period?

¢ Most fixed income spread sectors outperformed U.S. Treasuries during the nine months ended September 30, 2016. The U.S. Federal Reserve’s (“the Fed”) dovish stance in mid-February sparked a rally that turned around a volatile time period that began with fresh concerns over China, plummeting oil prices, and fears that the Fed had raised interest rates too soon.

¢ Late in June volatility returned briefly with fallout from the U.K.’s unexpected decision to leave the European Union (“Brexit”). Bond yields in the U.S., Japan, and across Europe fell to historic lows in early July as investors fled to the safety of bonds

on global growth concerns fueled by the June 23 Brexit vote. Markets recovered rather quickly, however, from the initial shock. Easing by major central banks and a weaker U.S. dollar helped to improve global risk sentiment and stabilize markets.

¢ September brought heightened concerns over the ability and willingness of global central banks to fight chronic low inflation and weak growth as the decision by the European Central Bank (“ECB”) to leave interest rates and its stimulus program unchanged was a precipitating factor in a widespread market sell-off, reinforced by fears that the Bank of Japan (“BOJ”) had run out of quantitative easing tools. Hawkish signals from the Fed added to the volatility. The BOJ subsequently decided not to reduce interest rates further but to shift its focus to stabilizing rates for longer maturity government bonds. This bolstered market sentiment, as did the Fed’s eventual decision to stand pat at its September monetary policy meeting.

¢ Over the last nine months, yields largely decreased for both shorter maturity and longer term U.S. Treasury bonds.

What factors affected the Fund’s performance during the Fund’s nine-month fiscal period?

¢ The underperformance of U.S. Treasuries relative to most fixed income spread sectors was the key driver of the Fund’s positive performance for the nine months ended September 30, 2016.

¢ The Fund’s allocation to corporate high yield securities was the largest positive contributor to performance during the nine month period.

¢ During the nine month period, the Fund’s allocation to asset-backed securities detracted from performance.

The preceding information is the opinion of portfolio management only through the end of the period of the report as stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice.

There is no guarantee that the Fund will meet its objective.

ABS/MBS: Changes in interest rates can cause both extension and prepayment risks for asset- and mortgage-backed securities. These securities are also subject to risks associated with the repayment of underlying collateral.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors as a percentage of total investments at September 30, 2016.
Mortgage-Backed Securities			41	%
Asset-Backed Securities			24
Corporate Bonds and Notes			18
Financials	7	%
Industrials	2
Health Care	2
Total of all others	7
U.S. Government Securities			10
Loan Agreements			4
Other			3
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

17

Low Duration Income Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years
Class A Shares at NAV2		2.78	%		2.71	%		3.82	%
Class A Shares at POP3,4		0.47			2.24			3.58
Class C Shares at NAV2 and CDSC4		2.01			1.94			3.05
Class I Shares at NAV2		3.14			2.97			4.08
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79
Bloomberg Barclays U.S. Intermediate Government/Credit Bond Index		3.52			2.45			4.17

Fund Expense Ratios⁵: A Shares: Gross 1.12%, Net 0.75%; C Shares: Gross 1.87²%, Net 1.50%; I Shares: Gross 0.87²%, Net 0.50%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 2.25% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for C shares are 1% in the first year and 0% thereafter. CDSC charges for certain redemptions of Class A shares are 1% within the first year and 0% thereafter.

⁵  The expense ratios of the Fund, both net and gross, are set forth according to the prospectus for the Fund effective September 23, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expenses: Expenses reduced by a contractual fee waiver in effect through September 30, 2017. Gross Expenses: Do not reflect the effect of contractual fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class C and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

18

Low Volatility Equity Fund   Fund Summary Ticker Symbols: Class A: VLVAX Class C: VLVCX Class I: VLVIX

Portfolio Manager Commentary by Rampart Investment Management Company, LLC

¢ The Fund is diversified and has an investment objective of capital appreciation with lower volatility than U.S. markets over a full market cycle.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 2.82%, Class C shares returned 2.05%, and Class I shares returned 3.08%. For the same period, the CBOE S&P 500 Buywrite Index, a broad-based fixed equity index returned 8.48%, and S&P 500^® Index the Fund’s style-specific benchmark appropriate for comparison returned 15.43%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

During the Fund’s fiscal year, the U.S. equity markets (as reflected by the S&P 500^® Index) grinded higher to end the year more than 15% greater than where it began. During this time frame, there were only three months with negative returns: December (-1.58%), January (-4.96%), and February (-0.13%). The market’s large drawdown of approximately 9% that took place during the first 20 days of January was completely erased during a quick bounce back that occurred over the next 56 days. The S&P 500^® Index has not had a negative monthly return since February 2016. This relatively calm environment also affected the overall volatility levels of the market and the level of the CBOE Volatility Index (“VIX^®”) decreased more than 45% in the period, closing at 13.29 on September 30, 2016.

Since the Fund compares its performance to the S&P 500^® Index, U.S. and global macro risks will affect how both the Fund and its benchmark perform. In mid-December 2015, the Fed raised the federal funds rate by 0.25% with no major market reaction. As we began to witness the January decline, most people pointed to the price slide in oil and suggested that investors were leaving riskier assets for the relative safety of U.S. Treasuries. If this slide

persisted over a long period of time, the Fund would have done well on a relative basis, but instead this flight from riskier assets did not last long, and both the markets and oil prices rebounded over the next two months. The next big piece of market news came about in late June when the U.K. voted to leave the European Union (“Brexit”). The bigger shock for many was that it only took two weeks and a day for the S&P 500^® Index to close higher than where the markets were before the announcement. Finally, one of the Federal Reserve members suggested that the Fed planned to exercise “prudence” in raising interest rates, which served to remove some of the nervousness about how quickly rates would rise for the remainder of the year.

What factors affected the Fund’s performance during its fiscal year?

The Fund’s performance was positively impacted from its allocation to the larger-capitalization stocks in the S&P 500^® Index. The equity portion was invested in the S&P 100^® Index, which incurred a gain of 15.58% over the fiscal year ended September 30, 2016. This resulted in 0.15% outperformance over the S&P 500^® Index which incurred a gain of 15.43%.

One of the tactics the Fund utilizes is selling calls on the S&P 500^® Index to generate income. Some or all of this income is then used to purchase a negatively correlated investment, which can rise in value when the S&P 500^® Index falls. Over the past 12 months, this strategy cost the Fund over 8.5% due to the market’s resilience. Call writing is difficult to successfully implement in upward moving markets. The Fund’s largest individual hit from this strategy occurred after calls were written at market lows for the period. To help maintain objectivity, the process used to implement this strategy is systematic and clearly defined.

The primary defensive investment for the Fund is done by purchasing call options on the futures contract of the VIX^®. The VIX^® options that the Fund purchases are meant to protect the Fund if the market experiences a sudden and violent move down. The Fund bought VIX^® options for each month of the year, and of the 12 purchases, only one expiration period realized gains (January 2016). This result is to be expected based on the type of year the S&P 500^® Index had and the way the market quickly erased losses.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results and there is no guarantee market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Exchange Traded Funds: The value of an ETF may be more volatile than the underlying portfolio of securities the ETF is designed to track. The costs of owning the ETF may exceed the cost of investing directly in the underlying securities.

Call Options: Selling call options may limit a fund’s opportunity to profit from the increase in price of its underlying portfolio. Buying call options risks the loss of the premium paid for those options.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Exchange Traded Funds	100	%
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

19

Low Volatility Equity Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		2.82	%		5.41	%		6/11/13
Class A Shares at POP3,4		-3.09			3.54			6/11/13
Class C Shares at NAV2 and with CDSC4		2.05			4.63			6/11/13
Class I Shares at NAV2		3.08			5.69			6/11/13
CBOE S&P 500 Buywrite Index		8.48			6.68	5		—
S&P 500® Index		15.43			11.41	5		—

Fund Expense Ratios⁶: A Shares: Gross 2.90%, Net 1.75%; C Shares: Gross 3.65%, Net 2.50%; I Shares: Gross 2.65%, Net 1.50%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by a contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver. Expense ratios reflect fees and expenses associated with the underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on June 11, 2013 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

20

Multi-Sector Intermediate Bond Fund   Fund Summary Ticker Symbols: Class A: NAMFX Class B: NBMFX Class C: NCMFX Class I: VMFIX Class R6: VMFRX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective of maximizing current income while preserving capital.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 10.15%, Class B shares returned 9.36%, Class C shares returned 9.34%, and Class I shares returned 10.42%. Class R6 shares returned 10.50%. For the fiscal year, the Bloomberg Barclays U.S. Aggregate Bond Index, which is both the Fund’s broad-based and style-specific fixed income index, returned 5.19%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the market perform during the Fund’s fiscal year?

¢ Most fixed income spread sectors outperformed U.S. Treasuries during the fiscal year. The U.S. Federal Reserve’s (“the Fed”) dovish stance in mid-February sparked a rally that turned around a volatile time period that began with fresh concerns over China, plummeting oil prices, and fears that the Fed had raised rates too soon.

¢ Late in June volatility returned briefly with fallout from the U.K.’s unexpected decision to leave the European Union (”Brexit”). Bond yields in the U.S., Japan, and across Europe fell to historic lows in early July as investors fled to the safety of bonds on global growth concerns fueled by the June 23 Brexit vote. Markets recovered rather quickly, however, from the initial shock. Easing by major central banks and a weaker U.S. dollar helped to improve global risk sentiment and stabilize markets.

¢ September brought heightened concerns over the ability and willingness of global central banks to fight chronic low inflation and weak growth as the decision by the European Central Bank (“ECB”) to leave interest rates and its stimulus program unchanged was a precipitating factor in a

widespread market sell-off, reinforced by fears that the Bank of Japan (“BOJ”) had run out of quantitative easing tools. Hawkish signals from the Fed added to the volatility. The BOJ subsequently decided not to reduce interest rates further but to shift its focus to stabilizing rates for longer maturity government bonds. This bolstered market sentiment, as did the Fed’s eventual decision to stand pat at its September monetary policy meeting.

¢ Over the last 12 months, U.S. Treasury yields increased for shorter maturity bonds while yields decreased for intermediate to longer term bonds.

What factors affected the Fund’s performance during its fiscal year?

¢ The underperformance of U.S. Treasuries relative to most fixed income spread sectors was the key driver of the Fund’s outperformance for the fiscal year.

¢ The Fund’s allocation to the corporate high yield sector, and issue selection within emerging markets high yield and corporate high quality securities were the largest positive contributors to performance during the fiscal year.

¢ During the fiscal year, the Fund’s allocation to asset-backed securities and commercial mortgage-backed securities detracted from performance.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

ABS/MBS: Changes in interest rates can cause both extension and prepayment risks for asset- and mortgage-backed securities. These securities are also subject to risks associated with the repayment of underlying collateral.

Bank Loans: Loans may be unsecured or not fully collateralized, may be subject to restrictions on resale and/or trade infrequently on the secondary market. Loans can carry significant credit and call risk, can be difficult to value and have longer settlement times than other investments, which can make loans relatively illiquid at times.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Corporate Bonds and Notes			54	%
Energy	13	%
Financials	12
Consumer Discretionary	8
Materials	5
All other Corporate Bonds and Notes	16
Mortgage-Backed Securities			15
Foreign Government Securities			11
Loan Agreements			10
Asset-Backed Securities			4
Other			6
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

21

Multi-Sector Intermediate Bond Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years			Since Inception			Inception Date
Class A Shares at NAV2		10.15	%		6.01	%		5.85	%		—			—
Class A Shares at POP3,4		6.02			5.20			5.45			—			—
Class B Shares at NAV2		9.36			5.21			5.07			—			—
Class B Shares with CDSC4		5.36			5.21			5.07			—			—
Class C Shares at NAV2 and with CDSC4		9.34			5.23			5.08			—			—
Class I Shares at NAV		10.42			6.29			—			6.90	%		10/1/09
Class R6 Shares at NAV		10.50			—			—			3.58			11/12/14
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79			—	5		—

Fund Expense Ratios⁶: A Shares: 1.11%, B Shares: 1.86%, C Shares: 1.86%, I Shares: 0.86%, R6 Shares: 0.79%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 3.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for B shares decline from 5% to 0% over a five-year period. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The index returned 4.05 for Class I shares and 3.82% for Class R6 shares since the inception date of the respective share class.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class B, and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The index is unmanaged and not available for direct investment; therefore, its performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

22

Senior Floating Rate Fund   Fund Summary Ticker Symbols: Class A: PSFRX Class C: PFSRX Class I: PSFIX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective of high total return from both current income and capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 4.42%, Class C shares returned 3.63%, and Class I shares returned 4.69%. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a fixed income index, returned 5.19%, and the S&P/LSTA Leveraged Loan Index, the Fund’s style-specific benchmark, returned 5.46%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Bank loans generated solid returns over the past year with a total return of 5.46% according to the S&P/LSTA Leveraged Loan Index. However, return performance was bifurcated during the past year, beginning with five straight months of losses before a very strong rally over the second half. Commodity-related credits and lower-quality credits significantly underperformed at the start of the year, but strongly rallied from late February through September, with the short-lived exception of June due to Brexit. Bank loans underperformed most other higher beta and longer duration fixed income sectors (high yield, emerging markets, and investment grade corporates) given the outperformance of commodity-related credits and a sharp decline in interest rates. However, bank loans produced solid risk-adjusted total returns with about half the return volatility of high yield over the last 12 months.

¢ Lower-quality loans generally outperformed over the past year given the strong rally in the second half of the year with CCC, second liens, and single-B credits leading the way. The distressed sector remained an outlier to the downside with negative returns over the past year largely driven by TXU Energy and some commodity-related credits.

¢ From an industry perspective, within the S&P/LSTA Leveraged Loan Index the large outliers to the upside over the past year were the metals & minerals (+10.35%), gaming & lodging (8.53%) and conglomerate (8.12%) industry groups, while underperformers were the forest product (-18.3%), utility (-1.1%), and oil & gas (+3.1%) industry groups. However, since the rally started in February 2016, commodity-related credits significantly outperformed on a calendar year-to-date basis, with returns in the 26% range versus 7.7% for the index through September 30, 2016.

¢ Bank loan technicals started out the year on a weak note due to elevated net supply, slowing issuance of collateralized loan obligations (CLOs), and elevated retail fund outflows. However, technicals turned positive in March 2016 and steadily strengthened on increased CLO issuance, rising retail demand, and modest net new supply as a result of fairly muted M&A issuance and a continued high level of repayments. CLO issuance fell in the first quarter of 2016 to the lowest quarterly volume since 2012, however, issuance rebounded in the second and third quarters and is on a $60 billion annualized pace based on the last two quarters. CLO issuance totaled roughly $66 billion over the last four quarters and provided a solid bid for higher quality loans. Retail mutual fund outflows steadily improved from the large outflows of the fourth quarter of 2015 to three straight monthly inflows over the last quarter as LIBOR jumped to 0.85% on recent changes in money market fund rules.

¢ Outside of weakness in certain industry groups within the S&P/LSTA Leveraged Loan Index, including energy and metals & mining, fundamentals in the bank loan market remained acceptable. Defaults, within the S&P/LSTA Leveraged Loan Index by number of issuers, increased to 2.23% as of September 2016, up from 0.77% as of September 2015. The majority of the increase in defaults over the past year has been clustered in commodity-related sectors. Defaults remained below the long-term average of approximately 2.8%.

What factors affected the Fund’s performance during its fiscal year?

¢ The positive return of the U.S. leveraged loan market contributed to the Fund’s positive return during the year.

¢ Overall, positive issue selection and industry allocation relative to the benchmark benefited the portfolio’s performance. Performance was strong in the energy, gaming, and utility industries while it lagged in the metals & minerals, service, and information technology industries.

¢ We maintained a higher-quality bias in the portfolio over the entire year, which led to outperformance during the first five months, followed by modest underperformance as the market turned positive. There was a modest risk pivot in the portfolio in the second half of the year, as we added some lower-quality names at more attractive valuations to partially close our underweight to the lower-quality credit tiers. Remaining fully invested with modest leverage on a higher-quality portfolio added to performance. In keeping with the Fund’s liquidity strategy, the Fund’s out-of-index sector allocation to high yield made a positive contribution to performance as high yield outperformed loans over the past year.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Bank Loans: Loans may be unsecured or not fully collateralized, may be subject to restrictions on resale and/or trade infrequently on the secondary market. Loans can carry significant credit and call risk, can be difficult to value and have longer settlement times than other investments, which can make loans relatively illiquid at times.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

23

Senior Floating Rate Fund (Continued)

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Leverage: When a fund leverages its portfolio, the value of its shares may be more volatile and all other risks may be compounded.

Liquidity: Certain securities may be difficult to sell at a time and price beneficial to the fund.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Loan Agreements			94	%
Consumer Discretionary	23	%
Health Care	14
Industrials	13
Materials	10
Information Technology	10
Consumer Staples	7
All Other Loan Agreements	17
Corporate Bonds and Notes			5
Other			1
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

24

Senior Floating Rate Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		4.42	%		4.67	%		4.86	%		1/31/08
Class A Shares at POP3,4		1.55			4.09			4.52			1/31/08
Class C Shares at NAV2 and with CDSC4		3.63			3.89			4.09			1/31/08
Class I Shares at NAV		4.69			4.94			5.12			1/31/08
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.38	5		—
S&P/LSTA Leveraged Loan Index		5.46			5.25			5.25	5		—

Fund Expense Ratios⁶: A Shares: 1.20%, C Shares: 1.95%, I Shares: 0.95%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 2.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on January 31, 2008 (inception date of the Fund), for Class A, Class C and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

25

Tax-Exempt Bond Fund   Fund Summary Ticker Symbols: A Share: HXBZX C Share: PXCZX I Share: HXBIX

Portfolio Manager Commentary by

Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective of providing a high level of current income that is exempt from federal income tax.

Effective September 23, 2016, the Virtus Tax-Exempt Bond Fund was reorganized as a series of Virtus Opportunities Trust and changed its fiscal year from December 31 to September 30. As a result, the commentary addresses nine months of performance through September 30.

¢ For the fiscal period January 1, 2016 through September 30, 2016, the Fund’s Class A shares at NAV returned 3.00%*, Class C shares at NAV returned 2.42%* and Class I shares at NAV returned 3.19%*. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a broad-based fixed income index, returned 5.80%*, the Tax-Exempt Bond Linked Benchmark, which is the Fund’s style-specific benchmark appropriate for comparison, returned 3.41%*.

* Returns less than 1 year are not annualized.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the municipal bond market perform during the Fund’s nine-month fiscal period?

The municipal bond market experienced solid performance over the nine months ended September 30, 2016, as tax-free interest rates declined and credit risk spreads narrowed. The market’s technical conditions (supply and demand) remained strong for much of the period, with investors continuing to pour money into open-end municipal bond mutual funds and new issuance of municipal bonds mostly manageable despite interest rates hovering near generational low levels. However, the technical support weakened somewhat as the end of September approached. U.S. Treasury yields began to rise and tax-free interest rates followed, as the market priced in a higher probability of a rate hike by the Federal Reserve (“the Fed”). At the same time, municipal bond supply increased as municipalities issued bonds to get

ahead of potential Fed rate hikes and perhaps to catch up on issuance delayed as a result of disruptions related to the U.K.’s “Brexit” vote in late June. The markets also were receptive to lower-rated credits as investors reached for yield across all areas of the fixed income market. As a result of the rise in yields and surge in supply, municipal bond performance turned negative for the first time in over a year.

The municipal market was otherwise resilient in the face of a number of market events and conditions, including repercussions from the U.K.’s surprising Brexit vote outcome; Puerto Rico’s default on its general obligation bonds and select public corporations; oil price volatility; the increasing and decreasing probabilities of a Fed rate hike; the U.S. presidential election; and the problems surrounding underfunded pension plans across the country. Aside from Puerto Rico, defaults have been very low in the municipal bond sector.

Demand for municipal bonds continued unabated, with 52 consecutive weeks of inflows into municipal bond mutual funds totaling over $50 billion. While long-term funds represented the bulk of the assets in terms of flows, the highest percentage increase of assets under management occurred among high yield funds. Though interrupted by the recent increase in supply, strong technicals have been the driving factor in the municipal market’s strength.

The economy continued to expand during the period, but the slow pace of growth continued to have an adverse effect on state budgets. State and local sales tax growth remained positive, but showed signs of slowing. Personal tax collections in the second quarter of 2016 grew by only 1.8% year-over-year, according to the Rockfeller Institute. Local property taxes, however, continued to benefit from an improving housing market and home prices.

By far, the largest challenge to the municipal credit remained the extent of underfunded pension obligations. Pension funds across the country have been struggling to meet assumed rates of return in the current low interest rate/stagnant stock market environment. As an example of a particularly serious situation, the California Public Employees’ Retirement System (“CALPERS”) reported a 0.6% return in its last fiscal year, far short of an assumed rate of return of 7.5%. The impact of lower-than-expected returns on pension funding levels has increased the stress on

municipal budgets to increase annual contributions and divert funds from other spending.

What factors affected the Fund’s performance during nine-month fiscal period?

Over the past nine months ended September 30, 2016, the market’s best performers were longer duration, lower coupon, and lower credit quality bonds as interest rates declined beyond five years and risk premiums narrowed. While they still produced positive performance, bonds with shorter maturities, lower duration, and higher credit quality displayed relatively weaker performance for most of the year.

The Fund’s performance relative to the benchmark during the fiscal period benefited from the Fund’s higher allocation to hospital/healthcare issuers, exposure to below-investment grade-rated bonds, and its higher allocation to revenue bonds compared to general obligation issues.

The Fund’s relative performance during the fiscal period was hurt by the portfolio’s higher exposure to shorter-dated maturities, lower allocation to bonds with maturities beyond 22 years, and larger allocation to pre-refunded bonds.

The preceding information is the opinion of portfolio management only through the end of the period of the report as stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice.

There is no guarantee that the Fund will meet its objective.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Municipal Market: Events negatively impacting a municipal security, or the municipal bond market in general, may cause the fund to decrease in value.

State & AMT Tax: A portion of income may be subject to some state and/or local taxes and, for certain investors, a portion may be subject to the federal alternative minimum tax.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

26

Tax-Exempt Bond Fund (Continued)

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors as a percentage of total investments as of September 30, 2016.
Texas	12	%
New York	12
Illinois	8
California	6
Florida	6
Colorado	5
Maryland	5
Other (includes short-term investments)	46
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

27

Tax-Exempt Bond Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years
Class A Shares at NAV2		4.13	%		3.82	%		4.47	%
Class A Shares at POP3,4		1.27			3.24			4.17
Class C Shares at NAV2 and CDSC4		3.35			3.05			3.68
Class I Shares at NAV2		4.39			4.08			4.74
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79
Tax-Exempt Bond Linked Benchmark		4.85			4.12			4.57

Fund Expense Ratios⁵: A Shares: Gross 1.00%, Net 0.85%; C Shares: Gross 1.75%, Net 1.60%; I Shares: Gross 0.75%, Net 0.60%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 2.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares and all redemptions of Class C shares are 1% within the first year and 0% thereafter.

⁵  The expense ratios of the Fund, both net and gross, are set forth according to the prospectus for the Fund effective September 23, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expenses: Expenses reduced by a contractual fee waiver in effect through September 30, 2017. Gross Expenses: Do not reflect the effect of contractual fee waiver. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006 for Class A, Class C and Class I shares. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

28

Wealth Masters Fund   Fund Summary Ticker Symbols: Class A: VWMAX Class C: VWMCX Class I: VWMIX

Portfolio Manager Commentary by Horizon Asset Management, LLC

¢ The Fund is diversified and has an investment objective of capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 12.44%, Class C shares returned 11.56%, and Class I shares returned 12.75%. For the same period, the S&P 500^® Index, a broad-based equity index, and the Fund’s style-specific benchmark, returned 15.43%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

For the 12-month period ended September 30, 2016, broader equity markets ended up substantially, with the S&P 500^® Index returning 15.43%. Markets tumbled in early 2016, as many stocks that had appreciated dramatically in 2015 fell significantly after they reported financial results and provided their outlooks for 2016. Markets rebounded, only to fall again in late June following the unexpected result of the “Brexit” referendum, whereby voters in the United Kingdom voted to exit the European Union. Once again, U.S. markets recovered swiftly, though it remained to be seen exactly when and how the exit would be implemented.

What factors affected the Fund’s performance during its fiscal year?

The Fund invests in companies owned and operated by the wealthiest, most successful investors, business executives, and entrepreneurs in the United States (“owner-operators”), and allows investors to readily leverage the business acumen of these highly-skilled individuals.

Though the Fund generated substantial returns during the 12 months ended September 30, 2016, its performance lagged relative to the benchmark S&P 500^® Index. Underperformance was attributable, in part, to the continued flow of funds from active to passive management. Also, the Fund’s selection

criteria are indifferent to factors such as sector classification, for example, which resulted in an overweight to the consumer discretionary sector relative to the S&P 500^® Index.

At the sector level, industrials and materials were the largest contributors to the Fund’s relative returns, while consumer discretionary and utilities were the largest detractors.

At the stock level, the five largest contributors to relative performance (and their owner-operators) were Clayton Williams Energy, Inc. (Clayton Williams, Jr.); DreamWorks Animation SKG, Inc. (Jeffrey Katzenberg); (the company was acquired by Comcast Corp. in August 2016); Navistar International Corporation (Carl Icahn); Amkor Technology, Inc. (James Kim); and Freeport-McMoRan, Inc. (Carl Icahn). The five largest detractors from relative performance were CVR Energy, Inc. (Carl Icahn); Sears Holdings Corp. (Edward Lampert); Lions Gate Entertainment Corp. (John Malone); SolarCity Corp. (Elon Musk); and Lands’ End, Inc. (Edward Lampert).

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based on market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Discretionary	32	%
Financials	14
Industrials	11
Information Technology	11
Energy	7
Real Estate	7
Materials	5
Other (includes securities-lending collateral)	13
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial

market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

29

Wealth Masters Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		12.44	%		11.24	%		9/5/12
Class A Shares at POP3,4		5.98			9.63			9/5/12
Class C Shares at NAV2 and with CDSC4		11.56			10.41			9/5/12
Class I Shares at NAV		12.75			11.51			9/5/12
S&P 500® Index		15.43			13.67	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.46%, Net 1.45%; C Shares: Gross 2.21%, Net 2.20%; I Shares: Gross 1.21%, Net 1.20%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 5, 2012 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

30

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
U.S. GOVERNMENT SECURITIES—7.4%
U.S. Treasury Bond 2.500%, 2/15/46	$	3,505	$	3,635
U.S. Treasury Note 2.000%, 2/15/25		2,060		2,134
TOTAL U.S. GOVERNMENT SECURITIES (Identified Cost $5,672)				5,769
MUNICIPAL BONDS—1.5%
California—1.1%
California, State of, Build America Bonds Taxable 7.600%, 11/1/40		520		843
Georgia—0.4%
Rockdale County Water & Sewerage Authority Revenue Taxable 3.060%, 7/1/24		255		270
Michigan—0.0%
City of Flat Rock Finance Authority, Series A, Taxable 6.750%, 10/1/16		20		20
TOTAL MUNICIPAL BONDS (Identified Cost $1,118)				1,133
FOREIGN GOVERNMENT SECURITIES—1.5%
Argentine Republic
144A 7.500%, 4/22/26(3)		155		175
144A 7.625%, 4/22/46(3)		150		169
Republic of Costa Rica 144A 7.000%, 4/4/44(3)		200		214
Republic of Panama 3.875%, 3/17/28		200		216
Republic of Turkey 4.875%, 10/9/26		200		204
Sultanate of Oman 144A 4.750%, 6/15/26(3)		200		201
TOTAL FOREIGN GOVERNMENT SECURITIES
(Identified Cost $1,091)				1,179
MORTGAGE-BACKED SECURITIES—26.8%
Agency—12.0%
FHLMC
5.000%, 12/1/35		30		34
4.000%, 2/1/45		455		488
3.500%, 3/1/45		344		366
3.000%, 5/1/45		135		140
3.500%, 4/1/46		396		418
FNMA
6.000%, 7/1/17		2		2
5.500%, 9/1/17		3		3
5.000%, 4/1/20		51		52
5.000%, 8/1/21		9		9
6.000%, 5/1/29		29		33
6.500%, 5/1/30		1		1
7.000%, 7/1/31		8		8
5.500%, 4/1/36		43		49
5.500%, 9/1/36		159		181
6.000%, 9/1/37		21		25
6.000%, 8/1/38		200		231

	PAR VALUE		VALUE
Agency—continued
6.000%, 8/1/38	$	13	$	15
5.000%, 6/1/39		581		656
5.000%, 9/1/39		154		174
5.500%, 9/1/39		310		351
4.500%, 9/1/40		246		275
3.500%, 12/1/42		286		303
3.000%, 3/1/43		490		511
3.000%, 5/1/43		143		149
3.000%, 5/1/43		326		339
4.000%, 9/1/44		121		130
3.000%, 5/1/45		795		827
3.000%, 8/1/45		576		601
3.500%, 8/1/45		617		650
3.500%, 8/1/45		659		696
3.500%, 1/1/46		147		155
3.000%, 2/1/46		684		712
3.000%, 4/1/46		723		752
GNMA 6.500%, 9/15/28		28		33
				9,369
Non-Agency—14.8%
Access Point Financial, Inc. 15-A, A 144A 2.610%, 4/15/20(3)		86		86
Agate Bay Mortgage Trust 13-1, 144A 3.500%, 7/25/43(2)(3)		80		82
American Homes 4 Rent
14-SFR2, C 144A 4.705%, 10/17/36(3)		195		215
15-SFR2, C 144A 4.691%, 10/17/45(3)		125		138
15-SFR1, A 144A 3.467%, 4/17/52(3)		219		233
Ameriquest Mortgage Securities, Inc. 03-AR3, M4 4.311%, 6/25/33(2)		130		125
Aventura Mall Trust 13-AVM, C 144A 3.743%, 12/5/32(2)(3)		325		341
Banc of America Funding Trust
04-B, 2A1 2.886%, 11/20/34(2)		76		75
05-1, 1A1 5.500%, 2/25/35		84		85
Banc of America Mortgage Trust 05-3, 1A15 5.500%, 4/25/35		81		82
Bank of America (Countrywide) Asset-Backed Certificates 05-1, AF5A 5.148%, 7/25/35(2)		257		255
Bank of America (Merrill Lynch – Countrywide) Home Loan Mortgage Pass-Through-Trust 04-6, 1A2 3.018%, 5/25/34(2)		255		252
Citigroup Commercial Mortgage Trust 07-C6, A4 5.900%, 12/10/49(2)		350		356
Credit Suisse Mortgage-Backed Trust 06-08, 3A1 6.000%, 10/25/21		94		90

	PAR VALUE		VALUE
Non-Agency—continued
Deutsche Bank-UBS Mortgage Trust 11-LC3A, D 144A 5.510%, 8/10/44(2)(3)	$	180	$	189
Freddie Mac Structured Agency Credit Risk Debt Notes 16-DNA2, M2 2.725%, 10/25/28(2)		250		254
GSAA Home Equity Trust 05-12, AF3W 4.999%, 9/25/35(2)		66		67
GSR Mortgage Loan Trust 06-1F, 2A4 6.000%, 2/25/36		174		153
Jefferies Resecuritization Trust 14-R1, 1A1 144A 4.000%, 12/27/37(3)		54		54
JPMorgan Chase (WaMu) Mortgage Pass-Through Certificates 03-S11, 3A5 5.950%, 11/25/33		169		176
JPMorgan Chase Commercial Mortgage Securities Trust
06-LDP9, A3 5.336%, 5/15/47		37		37
14- C22, A4 3.801%, 9/15/47		195		213
JPMorgan Chase Mortgage Trust
04-A4, 2A1 3.032%, 9/25/34(2)		194		197
14-1, 1A1 144A 4.000%, 1/25/44(2)(3)		112		118
16-1, M2 144A 3.750%, 4/25/45(2)(3)		146		151
16-2, M2 144A 3.750%, 12/25/45(2)(3)		186		193
15-4, 1A4 144A 3.500%, 5/25/46(2)(3)		120		124
16-1, A3 144A 3.500%, 5/25/46(3)		555		573
11-C4, A4, 144A 4.388%, 7/15/46(3)		325		354
MASTR Adjustable Rate Mortgages Trust 05-1, 3A1 3.326%, 2/25/35(2)		144		131
MASTR Specialized Loan Trust 05-3, A2 144A 5.704%, 11/25/35(2)(3)		126		127
Morgan Stanley – Bank of America (Merrill Lynch) Trust
13-C13, AS 4.266%, 11/15/46		360		400
15-C22, AS 3.561%, 4/15/48		310		327
15-C26,C 4.558%, 10/15/48(2)		195		204
Morgan Stanley Capital Barclays Bank Trust 16-Mart, A 144A 2.200%, 9/13/31(3)		140		140
Morgan Stanley Capital I Trust
07-T27, A4 5.818%, 6/11/42(2)		539		551

See Notes to Financial Statements

31

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Non-Agency—continued
08-T29, A4 6.477%, 1/11/43(2)	$	526	$	551
07-IQ14, A4 5.692%, 4/15/49(2)		300		303
07-IQ14, AM 5.865%, 4/15/49(2)		190		184
Motel 6 Trust 15-MTL6, D 144A 4.532%, 2/5/30(3)		210		211
New Residential Mortgage Loan Trust
14-1A, A 144A 3.750%, 1/25/54(2)(3)		178		185
15-2A, A1 144A 3.750%, 8/25/55(2)(3)		200		208
16-1A, A1 144A 3.750%, 3/25/56(2)(3)		169		175
Novastar Mortgage Funding Trust Series 04-4, M5 2.250%, 3/25/35(2)		185		181
Residential Asset Securitization Trust 05-A1, A3 5.500%, 4/25/35		144		144
Sequoia Mortgage Trust
14-2, A1 144A 4.000%, 7/25/44(2)(3)		106		110
14-4, A6 144A 3.500%, 11/25/44(2)(3)		179		185
Towd Point Mortgage Trust
15-1, A2 144A 3.250%, 10/25/53(2)(3)		150		152
16-1, A1B, 144A 2.750%, 2/25/55(2)(3)		199		202
15-5, A2 144A 3.500%, 5/25/55(2)(3)		220		222
16-4, A1 144A 2.250%, 7/25/56(2)(3)		140		141
15-2, 1M1 144A 3.250%, 11/25/60(2)(3)		225		219
Vericrest Opportunity Loan Transfer
15-NP11, A1 144A 3.625%, 7/25/45(2)(3)		111		111
16-NPL9, A1 144A 3.500%, 9/25/46(2)(3)		100		100
Vericrest Opportunity Loan Trust
16-NPL8, A1 144A 3.500%, 7/25/46(2)(3)		116		116
15-NPL4, A1 144A 3.500%, 2/25/55(2)(3)		111		111
Wells Fargo (Wachovia Bank) Commercial Mortgage Trust 15-LC20, B 3.719%, 4/15/50		300		317
Wells Fargo – Royal Bank of Scotland plc Commercial Mortgage Trust 11-C5, C 144A 5.866%, 11/15/44(2)(3)		205		227
				11,503
TOTAL MORTGAGE-BACKED SECURITIES (Identified Cost $20,332)				20,872

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—5.1%
AmeriCredit Automobile Receivables Trust 14-1, D 2.540%, 6/8/20	$	235	$	238
Avis Budget Rental Car Funding LLC
(AESOP) 12-3A, A 144A 2.100%, 3/20/19(3)		375		376
(AESOP) 16-1A, A 144A 2.990%, 6/20/22(3)		200		205
CarFinance Capital Auto Trust 14-1A, D 144A 4.900%, 4/15/20(3)		215		216
CarMax Auto Owner Trust 15-2, C 2.390%, 3/15/21		235		238
Centre Point Funding LLC 12-2A, 1 144A 2.610%, 8/20/21(3)		220		218
Drive Auto Receivables Trust 15-DA, C 144A 3.380%, 11/15/21(3)		260		265
Drug Royalty II LP 1 14-1, A2 144A 3.484%, 7/15/23(3)		161		159
DT Auto Owner Trust 16-4A C, 144A 2.740%, 10/17/22(3)		235		235
Exeter Automobile Receivables Trust 13-1A, C 144A 3.520%, 2/15/19(3)		207		209
Fairway Outdoor Funding LLC 12-1A, A2 144A 4.212%, 10/15/42(3)		142		144
Navistar Financial Dealer Note Master Owner Trust II 16-1, B 144A 2.546%, 9/27/21(2)(3)		310		312
Orange Lake Timeshare Trust 12-AA, A 144A 3.450%, 3/10/27(3)		42		43
Santander Drive Auto Receivables Trust 13-1, D 2.270%, 1/15/19		215		217
Sierra Timeshare Receivables Funding LLC 12-3A, A 144A 1.870%, 8/20/29(3)		84		83
Silverleaf Finance XV LLC 12-D, A 144A 3.000%, 3/17/25(3)		34		34
SoFi Professional Loan Program LLC 15-A, A2 144A 2.420%, 3/25/30(3)		105		106
Taco Bell Funding LLC 16-1A, A21 144A 3.832%, 5/25/46(3)		240		243
Trip Rail Master Funding LLC 14-1A, A1 144A 2.863%, 4/15/44(3)		233		232
U-Haul S Fleet LLC 10-BT1A, 1 144A 4.899%, 10/25/23(3)		231		234
TOTAL ASSET-BACKED SECURITIES (Identified Cost $3,986)				4,007

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES—46.9%
Consumer Discretionary—6.3%
Boyd Gaming Corp. 6.875%, 5/15/23	$	75	$	82
Caesars Entertainment Operating Co., Inc. 9.000%, 2/15/20(14)		100		104
Caesars Growth Properties Holdings LLC 9.375%, 5/1/22		75		81
CCO Holdings LLC 144A 5.500%, 5/1/26(3)		125		131
Cequel Communications Holdings I LLC (Cequel Capital Corp.)
144A 5.125%, 12/15/21(3)		45		45
144A 5.125%, 12/15/21(3)		110		110
Clear Channel Worldwide Holdings, Inc. Series B 7.625%, 3/15/20		175		174
Columbus Cable Barbados Ltd. Series B, 144A 7.375%, 3/30/21(3)		200		213
Delphi Automotive plc 3.150%, 11/19/20		145		150
Diamond Resorts International, Inc. 144A 7.750%, 9/1/23(3)		15		15
Grupo Televisa SAB 4.625%, 1/30/26		200		214
Hanesbrands, Inc. 144A 4.625%, 5/15/24(3)		20		21
Landry’s, Inc.
144A 9.375%, 5/1/20(3)		165		173
144A 6.750%, 10/15/24(3)		45		46
M/I Homes, Inc. 6.750%, 1/15/21		95		100
MDC Holdings, Inc. 5.500%, 1/15/24		180		189
MGM Resorts International 6.000%, 3/15/23		85		92
MPG Holdco I, Inc. 7.375%, 10/15/22		145		149
New York University 4.142%, 7/1/48		70		72
Newell Brands, Inc.
144A 5.000%, 11/15/23(3)		25		27
4.200%, 4/1/26		25		27
PetSmart, Inc. 144A 7.125%, 3/15/23(3)		135		142
Priceline Group, Inc. (The) 3.650%, 3/15/25		195		205
QVC, Inc. 4.375%, 3/15/23		265		266
Scientific Games International, Inc. 6.625%, 5/15/21		95		73
SFR (Numericable) Group S.A. 144A 6.000%, 5/15/22(3)		200		205
Signet UK Finance plc 4.700%, 6/15/24		210		202
Sirius XM Radio, Inc. 144A 5.375%, 7/15/26(3)		165		170

See Notes to Financial Statements

32

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Consumer Discretionary—continued
Six Flags Entertainment Corp. 144A 4.875%, 7/31/24(3)	$	130	$	132
Station Casinos LLC 7.500%, 3/1/21		230		243
TI Group Automotive Systems LLC 144A 8.750%, 7/15/23(3)		80		87
Toll Brothers Finance Corp.
5.625%, 1/15/24		10		11
4.875%, 11/15/25		305		313
TRI Pointe Group, Inc. 5.875%, 6/15/24		155		162
Wyndham Worldwide Corp. 5.100%, 10/1/25		245		268
Ziggo Secured Finance BV 144A 5.500%, 1/15/27(3)		200		200
				4,894
Consumer Staples—1.7%
Anheuser-Busch InBev Finance, Inc.
3.300%, 2/1/23		90		95
3.650%, 2/1/26		185		198
CVS Health Corp. 2.875%, 6/1/26		255		259
Flowers Foods, Inc. 4.375%, 4/1/22		275		297
Rite Aid Corp. 144A 6.125%, 4/1/23(3)		40		43
Safeway, Inc. 7.250%, 2/1/31		115		115
Tops Holding LLC (Tops Markets II Corp.) 144A 8.000%, 6/15/22(3)		155		140
Whole Foods Market, Inc. 144A 5.200%, 12/3/25(3)		143		156
				1,303
Energy—2.8%
Antero Midstream Partners LP 144A 5.375%, 9/15/24(3)		60		61
Antero Resources Corp. 5.625%, 6/1/23		80		82
Blue Racer Midstream LLC 144A 6.125%, 11/15/22(3)		45		44
Callon Petroleum Co. 144A 6.125%, 10/1/24(3)		35		36
Cimarex Energy Co. 4.375%, 6/1/24		120		125
Continental Resources, Inc.
5.000%, 9/15/22		110		110
4.500%, 4/15/23		70		68
Enbridge Energy Partners LP 4.375%, 10/15/20		30		32
EnLink Midstream Partners LP 4.850%, 7/15/26		15		15

	PAR VALUE		VALUE
Energy—continued
FTS International, Inc. 6.250%, 5/1/22	$	60	$	23
Helmerich & Payne International Drilling Co. 4.650%, 3/15/25		115		121
Holly Energy Partners LP 144A 6.000%, 8/1/24(3)		15		16
Kinder Morgan Energy Partners LP 7.500%, 11/15/40		245		293
MPLX LP 4.875%, 12/1/24		255		264
NGL Energy Partners LP 5.125%, 7/15/19		155		147
Parsley Energy LLC 144A 6.250%, 6/1/24(3)		215		223
Range Resources Corp. 144A 5.000%, 3/15/23(3)		130		128
Sabine Pass Liquefaction LLC 6.250%, 3/15/22		140		153
Sunoco LP 144A 6.375%, 4/1/23(3)		215		222
				2,163
Financials—16.6%
AerCap Ireland Capital Ltd. (Aercap Global Aviation Trust) 3.950%, 2/1/22		200		205
Air Lease Corp. 2.625%, 9/4/18		70		71
Allstate Corp. (The) 5.750%, 8/15/53(2)(6)		180		193
Ally Financial, Inc. 5.750%, 11/20/25		120		126
Apollo Management Holdings LP 144A 4.000%, 5/30/24(3)		190		196
Ares Capital Corp.
4.875%, 11/30/18		26		27
3.875%, 1/15/20		71		73
Ares Finance Co., LLC 144A 4.000%, 10/8/24(3)		270		262
Banco de Credito del Peru 144A 6.125%, 4/24/27(2)(3)		175		195
Banco de Credito e Inversiones 144A 4.000%, 2/11/23(3)		275		291
Banco Inbursa S.A. Institucion de Banca Multiple 144A 4.125%, 6/6/24(3)		160		162
Banco Internacional del Peru SAA Interbank 144A 6.625%, 3/19/29(2)(3)		185		205
Banco Nacional de Comercio Exterior SVC 144A 4.375%, 10/14/25(3)		200		207
Banco Santander Chile 144A 3.875%, 9/20/22(3)		215		228
Bancolombia S.A. 5.125%, 9/11/22		260		271

	PAR VALUE		VALUE
Financials—continued
Bank of America Corp.
2.000%, 1/11/18	$	150	$	151
5.625%, 7/1/20		235		264
4.450%, 3/3/26		340		365
Bank of India 144A 3.250%, 4/18/18(3)		265		270
Bank of New York Mellon Corp. (The) 2.800%, 5/4/26		210		216
Barclays Bank plc 144A 6.050%, 12/4/17(3)		250		261
Berkshire Hathaway, Inc.
2.750%, 3/15/23		20		21
3.125%, 3/15/26		45		47
Capital One Financial Corp.
4.200%, 10/29/25		180		188
3.750%, 7/28/26		200		201
Citigroup, Inc. 4.600%, 3/9/26		230		246
Compass Bank 3.875%, 4/10/25		250		245
Development Bank of Kazakhstan OJSC 144A 4.125%, 12/10/22(3)		290		284
Discover Financial Services 3.950%, 11/6/24		190		195
Ford Motor Credit Co., LLC 5.750%, 2/1/21		235		265
FS Investment Corp.
4.250%, 1/15/20		165		169
4.750%, 5/15/22		40		41
General Motors Financial Co., Inc.
4.750%, 8/15/17		55		56
4.200%, 3/1/21		90		95
3.450%, 4/10/22		30		30
Goldman Sachs Group, Inc. (The) 5.750%, 1/24/22		500		580
Hutchison Whampoa International Ltd. Series 12 144A 6.000%(2)(3)(5)(6)		310		316
ICAHN Enterprises LP 5.875%, 2/1/22		65		63
ING Groep NV 6.000%(2)(5)(6)		200		195
iStar Financial, Inc. 5.000%, 7/1/19		90		90
Jefferies Group LLC 6.875%, 4/15/21		85		99
Kazakhstan Temir Zholy Finance BV 144A 6.950%, 7/10/42(3)		215		235
Leucadia National Corp. 5.500%, 10/18/23		150		158
Liberty Mutual Group, Inc. 144A 4.250%, 6/15/23(3)		245		265
Lincoln National Corp. 4.200%, 3/15/22		250		271
Macquarie Group Ltd. 144A 6.250%, 1/14/21(3)		210		240
Manulife Financial Corp. 4.150%, 3/4/26		215		235

See Notes to Financial Statements

33

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Financials—continued
Morgan Stanley
4.100%, 5/22/23	$	155	$	164
4.350%, 9/8/26		340		363
6.375%, 7/24/42		435		594
Navient Corp. 7.250%, 9/25/23		40		40
OM Asset Management plc 4.800%, 7/27/26		200		200
PKO Finance AB 144A 4.630%, 9/26/22(3)(7)		255		275
Prudential Financial, Inc.
5.875%, 9/15/42(2)		190		210
5.625%, 6/15/43(2)(6)		160		173
S&P Global, Inc. 4.000%, 6/15/25		195		211
Santander Holdings USA, Inc. 2.700%, 5/24/19		195		197
SBA Tower Trust 144A 2.877%, 7/15/21(3)		320		325
Societe Generale S.A. 144A 4.750%, 11/24/25(3)		200		207
Teachers Insurance & Annuity Association of America 144A 4.375%, 9/15/54(2)(3)		160		162
Trinity Acquisition plc
3.500%, 9/15/21		15		16
4.400%, 3/15/26		80		84
UBS AG 7.625%, 8/17/22		500		582
Woodside Finance Ltd. 144A 3.700%, 9/15/26(3)		50		50
				12,922
Health Care—3.5%
AbbVie, Inc.
2.850%, 5/14/23		135		137
3.600%, 5/14/25		65		68
3.200%, 5/14/26		110		111
Capsugel S.A. PIK Interest Capitalization, 144A 7.000%, 5/15/19(3)(8)		27		27
Cardinal Health, Inc.
3.200%, 3/15/23		130		137
3.750%, 9/15/25		165		179
Community Health Systems, Inc. 5.125%, 8/1/21		45		45
Concordia Healthcare Corp. 144A 7.000%, 4/15/23(3)		10		6
Endo Finance LLC 144A 6.000%, 7/15/23(3)		110		101
Forest Laboratories LLC 144A 4.875%, 2/15/21(3)		160		178
Fresenius U.S. Finance II, Inc. 144A 4.500%, 1/15/23(3)		35		37
HCA, Inc.
5.375%, 2/1/25		80		83
5.250%, 6/15/26		20		21
4.500%, 2/15/27		180		181
IASIS Healthcare LLC 8.375%, 5/15/19		80		73

	PAR VALUE		VALUE
Health Care—continued
MEDNAX, Inc. 144A 5.250%, 12/1/23(3)	$	90	$	95
Mylan NV
144A 3.000%, 12/15/18(3)		55		56
144A 3.150%, 6/15/21(3)		55		56
Ortho-Clinical Diagnostics, Inc. (Ortho-Clinical Diagnostics S.A.) 144A 6.625%, 5/15/22(3)		120		106
Owens & Minor, Inc. 3.875%, 9/15/21		35		36
Shire Acquisitions Investments Ireland Dac 2.400%, 9/23/21		80		80
Surgery Center Holdings, Inc. 144A 8.875%, 4/15/21(3)		120		128
Surgical Care Affiliates, Inc. 144A 6.000%, 4/1/23(3)		160		169
Team Health, Inc. 144A 7.250%, 12/15/23(3)		5		5
Teleflex, Inc. 4.875%, 6/1/26		80		83
Tenet Healthcare Corp.
4.350%, 6/15/20(2)		75		76
4.500%, 4/1/21		85		86
Teva Pharmaceutical Finance Netherlands III BV 3.150%, 10/1/26		120		121
Universal Health Services, Inc.
144A 4.750%, 8/1/22(3)		40		41
144A 5.000%, 6/1/26(3)		95		99
Valeant Pharmaceuticals International, Inc.
144A 7.500%, 7/15/21(3)		25		24
144A 5.500%, 3/1/23(3)		50		43
Zoetis, Inc. 3.450%, 11/13/20		45		47
				2,735
Industrials—2.6%
Air Canada Pass-Through-Trust 13-1, B 144A 5.375%, 5/15/21(3)		81		84
AMN Healthcare, Inc. 144A 5.125%, 10/1/24(3)		20		20
Bombardier, Inc. 144A 4.750%, 4/15/19(3)		110		108
Carpenter Technology Corp. 4.450%, 3/1/23		250		247
Continental Airlines Pass-Through-Trust
99-1, A 6.545%, 2/2/19		297		315
00-1, A1 8.048%, 11/1/20		249		279
GATX Corp. 3.250%, 9/15/26		35		35
Masco Corp.
5.950%, 3/15/22		110		125
4.450%, 4/1/25		55		58
Owens Corning 3.400%, 8/15/26		200		201

	PAR VALUE		VALUE
Industrials—continued
Penske Truck Leasing Co., LP 144A 3.375%, 2/1/22(3)	$	75	$	78
Prime Security Services Borrower LLC (Prime Finance, Inc.) 144A 9.250%, 5/15/23(3)		75		82
TransDigm, Inc.
6.000%, 7/15/22		115		122
6.500%, 5/15/25		45		47
Wheels Up Finance I LLC
16-01, A 0.500%, 6/1/24(2)(9)(15)		43		42
16-01, A 7.500%, 6/30/24(9)		199		198
				2,041
Information Technology—2.7%
Apple, Inc.
2.850%, 2/23/23		55		58
3.250%, 2/23/26		155		165
Diamond 1 Finance Corp. (Diamond 2 Finance Corp.)
144A 5.450%, 6/15/23(3)		40		43
144A 7.125%, 6/15/24(3)		35		39
144A 6.020%, 6/15/26(3)		40		44
144A 8.100%, 7/15/36(3)		40		47
144A 8.350%, 7/15/46(3)		45		54
Dun & Bradstreet Corp. (The) 4.375%, 12/1/22		270		281
Electronic Arts, Inc. 3.700%, 3/1/21		30		32
First Data Corp. 144A 5.000%, 1/15/24(3)		230		234
Flex Ltd. 4.750%, 6/15/25		200		213
Hewlett Packard Enterprise Co. 144A 4.900%, 10/15/25(3)		120		128
Microsoft Corp. 2.400%, 8/8/26		120		120
NXP BV (NXP Funding LLC) 144A 4.125%, 6/1/21(3)		200		214
Oracle Corp.
2.400%, 9/15/23		25		25
2.650%, 7/15/26		170		170
Verisk Analytics, Inc. 4.000%, 6/15/25		190		202
				2,069
Materials—2.7%
Alpek SA de C.V. 144A 5.375%, 8/8/23(3)		310		332
Berry Plastics Corp. 5.125%, 7/15/23		145		148
Eldorado Gold Corp. 144A 6.125%, 12/15/20(3)		95		96
INEOS Group Holdings S.A. 144A 5.625%, 8/1/24(3)		200		197
Inversiones CMPC S.A. 144A 4.375%, 5/15/23(3)		375		391

See Notes to Financial Statements

34

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Materials—continued
NewMarket Corp. 4.100%, 12/15/22	$	288	$	299
Novelis Corp.
144A 6.250%, 8/15/24(3)		10		10
144A 5.875%, 9/30/26(3)		150		154
Office Cherifien des Phosphates S.A. (OCP) 144A 5.625%, 4/25/24(3)		200		217
Reynolds Group Issuer, Inc. 144A 5.125%, 7/15/23(3)		50		52
Standard Industries, Inc. 144A 6.000%, 10/15/25(3)		145		155
Valvoline, Inc. 144A 5.500%, 7/15/24(3)		20		21
				2,072
Real Estate—4.1%
Alexandria Real Estate Equities, Inc. 3.950%, 1/15/27		120		126
American Campus Communities Operating Partnership LP 3.350%, 10/1/20		25		26
Brixmor Operating Partnership LP 3.875%, 8/15/22		55		58
Corporate Office Properties LP 3.600%, 5/15/23		265		265
Corrections Corp. of America 5.000%, 10/15/22		165		150
Developers Diversified Realty Corp.
7.875%, 9/1/20		155		186
3.500%, 1/15/21		130		135
Digital Realty Trust LP 5.250%, 3/15/21		165		185
Education Realty Operating Partnership LP 4.600%, 12/1/24		205		213
Healthcare Realty Trust, Inc. 3.875%, 5/1/25		125		129
Kilroy Realty LP 4.375%, 10/1/25		190		205
Kimco Realty Corp. 3.400%, 11/1/22		185		195
MPT Operating Partnership LP
6.375%, 3/1/24		20		22
5.500%, 5/1/24		90		95
5.250%, 8/1/26		10		10
National Retail Properties, Inc. 4.000%, 11/15/25		60		64
Retail Opportunity Investments Partnership LP 4.000%, 12/15/24		155		156
Select Income REIT 4.500%, 2/1/25		190		192
Sovran Acquisition LP 3.500%, 7/1/26		125		128
Ventas Realty LP (Ventas Capital Corp.) 3.250%, 8/15/22		250		261

	PAR VALUE		VALUE
Real Estate—continued
Welltower, Inc. 4.000%, 6/1/25	$	200	$	212
WP Carey, Inc. 4.600%, 4/1/24		160		167
				3,180
Telecommunication Services—2.5%
Altice Financing S.A. 144A 6.625%, 2/15/23(3)		200		206
AT&T, Inc. 3.875%, 8/15/21		425		459
CenturyLink, Inc. Series Y 7.500%, 4/1/24		140		150
Crown Castle International Corp. 3.700%, 6/15/26		20		21
CSC Holdings LLC 144A 5.500%, 4/15/27(3)		110		113
Empresa Nacional de Telecomunicaciones S.A. 144A 4.875%, 10/30/24(3)		215		221
Qwest Corp. 7.250%, 9/15/25		150		164
T-Mobile USA, Inc. 6.500%, 1/15/26		135		150
Telefonica Emisiones SAU 4.570%, 4/27/23		225		251
Windstream Corp. 7.750%, 10/15/20		200		205
				1,940
Utilities—1.4%
Dominion Resources, Inc. 2.962%, 7/1/19(2)		20		21
Duke Energy Corp. 2.650%, 9/1/26		205		201
FirstEnergy Transmission LLC 144A 4.350%, 1/15/25(3)		210		225
NRG Yield Operating LLC 5.375%, 8/15/24		60		62
Southern Power Co. 4.150%, 12/1/25		230		248
State Grid Overseas Investment Ltd. 144A 4.125%, 5/7/24(3)		200		221
TerraForm Power Operating LLC 144A 9.375%, 2/1/23(2)(3)		145		150
				1,128
TOTAL CORPORATE BONDS AND NOTES (Identified Cost $35,002)				36,447
LOAN AGREEMENTS(2)—4.1%
Consumer Discretionary—0.9%
Boyd Gaming Corp. Tranche B-2 3.524%, 9/15/23		46		46

	PAR VALUE		VALUE
Consumer Discretionary—continued
Caesars Entertainment Resort Properties LLC 7.000%, 10/11/20	$	155	$	155
Caesars Growth Properties Holdings LLC Tranche B, First Lien, 6.250%, 5/8/21		60		59
CDS U.S. Intermediate Holdings, Inc. First Lien, 5.000%, 7/8/22		40		40
Floor & Decor Outlets of America, Inc. 0.000%, 9/29/23(10)		77		77
Laureare Education, Inc. 2021 Extended, 8.157%, 3/17/21		63		63
Station Casinos LLC Tranche B, 3.750%, 6/8/23		72		72
U.S. Farathane LLC Tranche B-2, 5.750%, 12/23/21		112		113
UFC Holdings LLC First Lien 5.000%, 8/18/23		93		94
				719
Consumer Staples—0.3%
Albertson’s LLC Trance B-4, 4.500%, 8/25/21		112		113
Hostess Brands LLC Tranche B, Second Lien, 8.500%, 8/3/23		150		151
				264
Energy—0.1%
Jonah Energy LLC Second Lien, 7.500%, 5/12/21		94		84
Health Care—1.0%
Ardent Legacy Acquisitions, Inc. 6.500%, 8/4/21		79		79
CHG Healthcare Services, Inc. First Lien, 4.750%, 6/7/23		104		106
Concordia Pharmaceuticals, Inc. 5.250%, 10/21/21		66		59
InVentiv Health, Inc.
Tranche B-4, 7.750%, 5/15/18		110		110
Tranche B 0.000%, 9/29/23(10)		58		58
MMM Holdings, Inc. 9.750%, 12/12/17(4)(9)		50		49
MPH Acquisition Holdings LLC 5.000%, 6/7/23		46		46
MSO of Puerto Rico, Inc. 9.750%, 12/12/17(4)(9)		36		35

See Notes to Financial Statements

35

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Health Care—continued
NVA Holdings, Inc. Second Lien, 8.000%, 8/14/22	$	64	$	64
Quorum Health Corp. 6.750%, 4/29/22		92		89
Surgery Center Holdings, Inc. First Lien, 4.750%, 11/3/20		99		100
				795
Industrials—0.5%
Brickman Group Ltd. LLC (The) Second Lien, 7.500%, 12/17/21		78		78
McGraw-Hill Global Education Holdings LLC Tranche B, First Lien, 5.000%, 5/4/22		98		99
Navistar, Inc. Tranche B 6.500%, 8/7/20		120		120
Sedgwick Claims Management Services, Inc. Second Lien, 6.750%, 2/28/22		120		119
				416
Information Technology—0.5%
Donnelley Financial Solutions 0.000%, 9/23/23(10)		41		41
First Data Corp. Tranche 2022 4.275%, 7/8/22		145		146
NXP BV Tranche F 3.405%, 12/7/20		74		75
On Semiconductor 5.250%, 3/31/23		50		50
SS&C European Holdings S.a.r.l.
Tranche B-2, 4.000%, 7/8/22		5		5
Tranche B-1, 4.000%, 7/8/22		41		42
Western Digital Corp. Tranche B-1, 4.500%, 4/29/23		14		14
				373
Materials—0.1%
Huntsman International LLC Tranche 16-B, 4.250%, 4/1/23		44		44
INEOS U.S. Finance LLC Tranche 2022, 4.250%, 3/31/22		9		9
				53
Real Estate—0.1%
Capital Automotive LP Second Lien, 6.000%, 4/30/20		71		72

	PAR VALUE			VALUE
Telecommunication Services—0.2%
T-Mobile USA, Inc. Senior Lien 3.500%, 11/9/22	$	85		$	86
UPC Financing Partnership 4.080%, 8/31/24		63			63
					149
Utilities—0.4%
Energy Future Holdings Corp.
5.000%, 7/27/23(4)		70			71
Tranche C 5.000%, 7/27/23(4)		17			17
NRG Energy, Inc. 3.500%, 6/30/23		236			236
					324
TOTAL LOAN AGREEMENTS (Identified Cost $3,243)					3,249
	SHARES
PREFERRED STOCKS—3.2%
Energy—0.3%
PTT Exploration & Production PCL 144A, 4.875%(2)(3)		200	(11)		204
Financials—2.0%
Bank of New York Mellon Corp. (The) Series E, 4.950%(2)		150	(11)		153
Citigroup, Inc.
Series J 7.125%(2)		8,000			232
Series N 6.250%(2)		155	(11)		167
JPMorgan Chase & Co. Series Z, 5.300%(2)		45	(11)		46
KeyCorp. 5.000%(2)		190	(11)		187
PNC Financial Services Group, Inc. (The) Series R, 4.850%(2)		215	(11)		214
SunTrust Bank, Inc. 5.625%(2)		45	(11)		47
Wells Fargo & Co. Series K, 7.980%(2)		230	(11)		240
Zions Bancorp 6.950%(2)		8,800			261
					1,547
Industrials—0.9%
General Electric Co. Series D, 5.000%(2)		686	(11)		729
TOTAL PREFERRED STOCKS (Identified Cost $2,328)					2,481
EXCHANGE-TRADED FUND—1.1%
iShares iBoxx $ Investment Grade Corporate Bond Fund(13)		6,725			828
TOTAL EXCHANGE-TRADED FUND (Identified Cost $803)					828

	SHARES		VALUE
AFFILIATED MUTUAL FUND—1.5%
Virtus Credit Opportunities Fund Class R6(13)		117,904	$	1,159
TOTAL AFFILIATED MUTUAL FUND (Identified Cost $1,179)				1,159
TOTAL LONG TERM INVESTMENTS—99.1%
(Identified Cost $74,754)				77,124	(12)
TOTAL INVESTMENTS—99.1% (Identified Cost $74,754)				77,124	(1)
Other assets and liabilities, net—0.9%				731
NET ASSETS—100.0%			$	77,855

Abbreviations:

FHLMC Federal Home Loan Mortgage Corporation (“Freddie Mac”).

FNMA Federal National Mortgage Association (“Fannie Mae”).

GNMA Government National Mortgage Association (“Ginnie Mae”)

PIK Payment-in-Kind Security

REIT Real Estate Investment Trust

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $22,599 or 29.0% of net assets.

⁽⁴⁾  Security in default, interest payments are being received during the bankruptcy proceedings.

⁽⁵⁾  No contractual maturity date.

⁽⁶⁾  Interest payments may be deferred.

⁽⁷⁾  This Note was issued for the sole purpose of funding a loan agreement between the issuer and the borrower. As the credit risk for this security lies solely with the borrower, the name represented here is that of the borrower.

⁽⁸⁾  100% of the income received was in cash.

⁽⁹⁾  Illiquid security.

⁽¹⁰⁾  This loan will settle after September 30, 2016, at which time the interest rate, based on the London Interbank Offered Rate (“LIBOR”) and the agreed upon spread on trade date, will be reflected.

⁽¹¹⁾  Value shown as par value.

⁽¹²⁾  All or a portion of the Fund’s assets have been segregated for delayed delivery securities.

⁽¹³⁾  Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

⁽¹⁴⁾  Security in default, a portion of the interest payments are being received during the bankruptcy proceedings.

⁽¹⁵⁾  Represents unfunded portion of security and commitment fee earned on this portion.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

36

VIRTUS BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

Country Weightings† (Unaudited)
United States	86	%
Canada	1
Chile	1
Mexico	1
Netherlands	1
Switzerland	1
United Kingdom	1
Other	8
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Debt Securities:
Asset-Backed Securities	$	4,007	$	—	$	4,007	$	—
Corporate Bonds And Notes		36,447		—		36,207		240
Foreign Government Securities		1,179		—		1,179		—
Loan Agreements		3,249		—		3,249		—
Mortgage-Backed Securities		20,872		—		20,872		—
Municipal Bonds		1,133		—		1,133		—
U.S. Government Securities		5,769		—		5,769		—
Equity Securities:
Affiliated Mutual Fund		1,159		1,159		—		—
Exchange-Traded Funds		828		828		—		—
Preferred Stocks		2,481		493		1,988		—
Total Investments	$	77,124	$	2,480	$	74,404	$	240

There were no transfers from Level 1 to Level 2 related to securities held as of September 30, 2016.

Securities held by the Fund with an end of period value of $261 were transferred from Level 2 into Level 1 since starting to use an exchange price.

The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.

	Corporate Bonds and Notes
Investments in Securities
Balance as of September 30, 2015:	$	—
Accrued discount/(premium)		—	(c)
Realized gain (loss)		—	(c)
Change in unrealized appreciation (depreciation)		—	(c)
Purchases		443
Sales(b)		(203	)
Transfers into Level 3(a)		—
Transfers from Level 3(a)		—
Balance as of September 30, 2016	$	240	(d)

^(a)  “Transfers into and/or from” represent the ending value as of September 30, 2016, for any investment security where a change in the pricing level occurred from the beginning to the end of the period.

^(b)  Includes paydown on securities.

^(c)  Amount is less than $500.

^(d)  The Fund’s investments that are categorized as Level 3 were valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of Level 3 investments.

None of the securities in this table are internally fair valued.

See Notes to Financial Statements

37

VIRTUS CA TAX-EXEMPT BOND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MUNICIPAL TAX-EXEMPT BONDS(2)—97.1%
Development Revenue—12.9%
Garden Grove Agency for Community Development Successor Agency, Garden Grove Community Project, (BAM Insured) 5.000%, 10/1/29	$	350	$	431
Lafayette Redevelopment Agency Successor Agency, Lafayette Redevelopment Project, (AGM Insured) 5.000%, 8/1/38		250		294
Los Angeles County Redevelopment Refunding Authority, Long Beach Project, 5.000%, 8/1/34		215		259
Menlo Park Community Development Agency Successor Agency, Las Pulgas Community Development Project ,(AGM Insured) 5.000%, 10/1/29		100		123
Milpitas Redevelopment Agency Successor Agency Redevelopment Project Area No.1, 5.000%, 9/1/30		250		306
Palmdale Community Redevelopment Agency Successor Agency, Subordinate Lien, (NATL Insured) 5.000%, 9/1/34		300		364
Sacramento Redevelopment Agency Successor Agency
(BAM Insured) 5.000%, 12/1/33		75		90
(BAM Insured) 5.000%, 12/1/34		75		90
San Diego Redevelopment Agency, Center City Redevelopment Project, (AMBAC Insured) 4.750%, 9/1/30		500		501
San Marcos Redevelopment Agency Successor Agency, 5.000%, 10/1/33		250		303
San Mateo Redevelopment Agency Successor Agency, 5.000%, 8/1/30		250		306
Santa Clara Redevelopment Agency, Bayshore North Project, (NATL Insured) 5.000%, 6/1/22		500		503
Union City Redevelopment Agency Successor Agency, Union City Redevelopment Project, 5.000%, 10/1/36		200		239
Westminster Redevelopment Agency Successor Agency (BAM Insured) 4.000%, 11/1/36		200		221
				4,030

	PAR VALUE		VALUE
General Obligation—13.0%
Cajon Valley Union School District, 5.000%, 8/1/31	$	250	$	305
California State of,
5.500%, 3/1/26		250		267
(AMBAC Insured) 5.000%, 2/1/27		290		377
5.000%, 9/1/32		300		354
5.000%, 12/1/37		75		78
6.000%, 4/1/38		250		281
Grossmont Healthcare District 5.000%, 7/15/25		350		451
Los Alamitos Unified School District, School Facilities Improvement District No.1, 2008 Election 5.250%, 8/1/39		250		304
Midpeninsula Regional Open Space District 4.000%, 9/1/36		100		113
Oakland Unified School District
(AGM Insured) 5.000%, 8/1/24		200		253
5.000%, 8/1/33		300		365
Ross Valley School District, 5.000%, 8/1/37		350		411
San Diego Community College District, 5.000%, 8/1/43		150		180
San Diego Unified School District, (AGM Insured) 5.500%, 7/1/25		225		301
				4,040
General Revenue—8.3%
California Infrastructure & Economic Development Bank 0.780%, 9/1/38(3)		250		250
5.000%, 10/1/23		200		250
California State Municipal Finance Authority, Bowles Hall Foundation 4.000%, 6/1/22		100		110
Golden State Tobacco Securitization Corp.,
5.000%, 6/1/29		350		421
5.125%, 6/1/47		950		948
Midpeninsula Regional Open Space District, Promissory Notes 5.000%, 9/1/23		120		151
South Bay Regional Public Communications Authority, Hawthorne Projects, (ACA Insured) 4.750%, 1/1/31		435		439
				2,569
Higher Education Revenue—4.1%
California Educational Facilities Authority, Pomona College, 5.000%, 7/1/45		500		501
California State University 5.000%, 11/1/41		300		367
University of California,
General Revenue 5.000%, 5/15/23		100		125

	PAR VALUE		VALUE
Higher Education Revenue—continued
Limited Projects Revenue 5.000%, 5/15/23	$	225	$	280
				1,273
Lease Revenue—9.7%
California State Public Works Board,
Department of General Services, Buildings 8&9 6.125%, 4/1/29		500		563
Capital Projects, 5.750%, 10/1/30		550		626
Department of Forestry & Fire Protection, 5.000%, 11/1/32		500		520
Municipal Improvement Corp. of Los Angeles Real Property 5.000%, 11/1/36		250		305
San Diego Regional Building Authority, County Operations Center 5.000%, 10/15/35		335		407
Ventura County Public Financing Authority, 5.000%, 11/1/25		250		305
West Hollywood Public Financing Authority, West Hollywood Park Phase II 5.000%, 4/1/34		250		306
				3,032
Medical Revenue—7.8%
California Municipal Finance Authority, Community Medical Centers, 5.000%, 2/1/27		100		120
California State Health Facilities Financing Authority,
El Camino Hospital, 5.000%, 2/1/26		100		124
Cedars-Sinai Medical Center, 5.000%, 11/15/31		250		309
Sutter Health, 5.000%, 11/15/35		125		153
Providence St. Joseph Health 4.000%, 10/1/36		50		55
Lucille Salter Packard Children’s Hospital at Stanford, 5.000%, 8/15/43		100		118
Sutter Health, 5.000%, 8/15/43		135		162
California Statewide Communities Development Authority,
Kaiser Permanente 0.820%, 8/15/25(3)		300		300
Loma Linda University Medical Center, 5.000%, 12/1/30(4)		100		118
John Muir Health Center 5.000%, 8/15/41		100		121
Cottage Health System, 5.000%, 11/1/43		250		295

See Notes to Financial Statements

38

VIRTUS CA TAX-EXEMPT BOND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Medical Revenue—continued
Loma Linda University Medical Center, 5.250%, 12/1/56(4)	$	100	$	114
Regents of The University of California Medical Center Pooled Revenue 4.500%, 5/15/36		250		291
San Benito Health Care District, (CHFCLIF Insured) 4.000%, 3/1/18		140		146
				2,426
Natural Gas Revenue—2.5%
Roseville Natural Gas Financing Authority,
5.000%, 2/15/24		450		530
5.000%, 2/15/27		195		236
				766
Power Revenue—2.3%
Northern California Power Agency, Hydroelectric Project No.1, 5.000%, 7/1/32		200		235
Sacramento Municipal Utility District, 5.000%, 8/15/29		150		185
Southern California Public Power Authority, Windy Point Project, 5.000%, 7/1/28		250		285
				705
Pre-Refunded—14.6%
Bay Area Toll Authority, (Pre-refunded 4/1/19 @100) 5.125%, 4/1/39		425		469
California State Health Facilities Financing Authority, Providence Health & Services, (Pre-refunded 10/1/18 @100) 6.500%, 10/1/38		195		217
Providence Health & Services, (Pre-refunded 10/1/18 @100) 6.500%, 11/1/38		5		6
California State Infrastructure & Economic Development Bank, Bay Area Toll Bridges (Pre-refunded 7/1/26 @100) (AMBAC Insured) 5.125%, 7/1/37		530		698
California State of, (Pre-refunded 12/1/2017 @ 100) 5.000%, 12/1/37		200		210
California State University, (Pre-refunded 5/1/19 @ 100) 5.250%, 11/1/38		500		556
California Statewide Communities Development Authority,
Sutter Health, (AMBAC Insured) (Pre-refunded 5/15/17 @100) 5.000%, 11/15/38		205		210

	PAR VALUE		VALUE
Pre-Refunded—continued
St. Joseph Health System, (FGIC Insured) (Pre-refunded 7/1/18 @100) 5.750%, 7/1/47	$	350	$	380
City of Stockton CA, (GNMA Collateralized) (Pre-refunded 9/20/17 @ 100) 5.600%, 3/20/28		150		157
County of Riverside CA, (Escrowed to Maturity) (GNMA Collateralized) 7.800%, 5/1/21		1,085		1,391
Northern California Power Agency, (AMBAC Insured) (Pre-refunded 7/1/21 @ 100) 7.500%, 7/1/23		195		236
				4,530
Special Tax Revenue—4.9%
Chula Vista Municipal Financing Authority, 5.000%, 9/1/27		200		244
North City West School Facilities Financing Authority, (AMBAC Insured) 5.250%, 9/1/19		635		709
Sacramento Area Flood Control Agency, Consololidated Capital Assessment District (BHAC Insured) 5.500%, 10/1/28		250		273
Tustin Unified School District, Community Facilities District No. 97-1, (BAM Insured) 5.000%, 9/1/33		250		298
				1,524
Transportation Revenue—5.9%
Los Angeles Department of Airports 5.000%, 5/15/32		200		246
Los Angeles Harbor Department, 5.000%, 8/1/35		235		282
San Diego County Regional Airport Authority, 5.000%, 7/1/40		400		449
San Diego County Regional Transportation Commission 5.000%, 4/1/36		100		123
San Diego Unified Port District, 5.000%, 9/1/28		200		238
San Francisco City & County Airport Commission, San Francisco International Airport, 5.000%, 5/1/43		150		174
San Francisco Municipal Transportation Agency,
5.000%, 3/1/31		125		150
5.000%, 3/1/33		150		183
				1,845

	PAR VALUE		VALUE
Water & Sewer Revenue—11.1%
East Bay Municipal Utility District Water System Revenue 5.000%, 6/1/35	$	270	$	332
Los Angeles Department of Water & Power, 5.000%, 7/1/35		295		360
Manteca, City of, Water Revenue, 5.000%, 7/1/27		300		362
Metropolitan Water District of Southern California 0.800%, 7/1/32(3)		300		300
Oakland, City of, Sewer Revenue, 5.000%, 6/15/29		200		245
Ross Valley Public Financing Authority, Sanitary District No.1 (AGM Insured) 5.000%, 10/1/33		225		269
San Diego County Water Authority, 5.000%, 5/1/31		250		304
San Diego Public Facilities Financing Authority Sewer Revenue 5.000%, 5/15/39		500		614
Santa Margarita-Dana Point Authority, Water Improvement Districts Nos. 2,3,4, 5.125%, 8/1/38		630		674
				3,460
TOTAL MUNICIPAL TAX-EXEMPT BONDS (Identified Cost $28,050)				30,200
TOTAL LONG TERM INVESTMENTS—97.1%
(Identified Cost $28,050)				30,200
TOTAL INVESTMENTS—97.1% (Identified Cost $28,050)				30,200	(1)
Other assets and liabilities, net—2.9%				913
NET ASSETS—100.0%			$	31,113

Abbreviations:

ACA American Capital Access Financial Guarantee Corp.

AGM Assured Guaranty Municipal Corp.

AMBAC American Municipal Bond Assurance Corp.

BAM Build America Municipal Insured.

BHAC Berkshire Hathaway Assurance Corp.

CHFCLIF California Health Facility Construction Loan Insurance Fund.

FGIC Financial Guaranty Insurance Company

GNMA Government National Mortgage Association (“Ginnie Mae”)

NATL National Public Finance Guarantee Corp.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

39

VIRTUS CA TAX-EXEMPT BOND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  At September 30, 2016, the concentration of the Fund’s investments by state or territory determined as a percentage of net assets is as follows: California 100%. At September 30, 2016, 30.40% of the securities in the portfolio are backed by insurance of financial institutions and financial guaranty assurance agencies. None of the insurers’ concentration exceeds 10% of the Fund’s net assets.

⁽³⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽⁴⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $232 or 0.7% of net assets.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 2 Significant Observable Inputs
Debt Securities:
Municipal Tax-Exempt Bonds	$	30,200	$	30,200
Total Investments	$	30,200	$	30,200

There are no Level 1 (quoted prices) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

40

VIRTUS ESSENTIAL RESOURCES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—97.9%
Consumer Discretionary—6.9%
BorgWarner, Inc. (United States)		978	$	34
Coway Co., Ltd. (South Korea)		529		46
Delphi Automotive plc (United Kingdom)		707		51
EnerCare, Inc. (Canada)		5,722		82
Johnson Controls International plc (Ireland)		2,108		98
LKQ Corp. (United States)(2)		573		20
				331
Consumer Staples—15.8%
Adecoagro SA (Brazil)(2)		4,811		55
AG Growth International, Inc. (Canada)		476		16
Andersons, Inc. (The) (United States)		425		15
Archer-Daniels-Midland Co. (United States)		2,127		90
BRF SA (Brazil)		1,900		33
Bunge Ltd. (United States)		1,290		76
Dean Foods Co. (United States)		1,587		26
Glanbia plc (Ireland)		1,039		20
Golden Agri-Resources Ltd. (Singapore)		152,500		40
Greencore Group plc (Ireland)		6,917		30
Ingredion, Inc. (United States)		122		16
JBS SA (Brazil)		11,800		43
KWS SAAT AG (Germany)		65		22
Minerva SA (Brazil)(2)		10,900		33
Origin Enterprises plc (Ireland)(2)		5,210		33
PureCircle Ltd. (United Kingdom)(2)		6,672		24
SLC Agricola SA (Brazil)		13,700		59
SunOpta, Inc. (Canada)(2)		5,108		36
Tyson Foods, Inc. Class A (United States)		429		32
United Natural Foods, Inc. (United States)(2)		676		27
Wilmar International Ltd. (Singapore)		13,200		31
				757
Energy—4.3%
CHORUS Clean Energy AG (Germany)(2)		1,356		16
Cosan Ltd. (Brazil)		11,400		81
Energiekontor AG (Germany)		3,103		51
Energy Development Corp. (Philippines)		146,000		18
Pattern Energy Group, Inc. (United States)		957		22
TransAlta Renewables, Inc. (Canada)		1,658		19
				207
Financials—3.6%
Capital Stage AG (Germany)		510		4
Hannon Armstrong Sustainable Infrastructure Capital, Inc. (United States)		1,529		36

	SHARES		VALUE
Financials—continued
PICO Holdings, Inc. (United States)(2)		5,805	$	68
Renewables Infrastructure Group Ltd. (The) (United Kingdom)		34,076		47
Saeta Yield SA (Spain)		1,912		19
				174
Health Care—2.9%
Agilent Technologies, Inc. (United States)		664		31
Danaher Corp. (United States)		934		73
Genus plc (United Kingdom)		511		13
Novozymes A/S Class B (Denmark)		452		20
				137
Industrials—26.5%
Aalberts Industries NV (Netherlands)		527		18
Aegion Corp. (United States)(2)		843		16
Ameresco, Inc. Class A (United States)(2)		5,848		31
Amiad Water Systems Ltd. (Israel)		7,152		13
Arcadis NV (Netherlands)		1,973		28
BayWa AG (Germany)		1,462		48
Broadwind Energy, Inc. (United States)(2)		1,170		5
China Everbright International Ltd. (Hong Kong)		17,000		20
Costain Group plc (United Kingdom)		6,827		32
Covanta Holding Corp. (United States)		5,786		89
Deere & Co. (United States)		304		26
DIRTT Environmental Solutions (Canada)(2)		2,406		9
Eaton Corp. plc (United States)		533		35
FuelCell Energy, Inc. (United States)(2)		582		3
GEA Group AG (Germany)		745		41
H2O Innovation, Inc. (Canada)(2)		9,874		13
HD Supply Holdings, Inc. (United States)(2)		1,633		52
Honeywell International, Inc. (United States)		402		47
IDEX Corp. (United States)		170		16
Kingspan Group plc (Ireland)(2)		1,287		35
Kubota Corp. (Japan)		5,400		82
Kurita Water Industries Ltd. (Japan)		1,400		33
Lumenpulse, Inc. (Canada)(2)		1,891		24
METAWATER Co., Ltd. (Japan)		700		19
Nordex SE (Germany)(2)		1,498		46
Pentair plc (United States)		961		62
PNE Wind AG (Germany)		10,370		25
Rexnord Corp. (United States)(2)		2,207		47
Roper Technologies, Inc. (United States)		268		49
RPS Group plc (United Kingdom)		7,076		16
Senvion SA (Luxembourg)(2)		1,200		22
SPX Corp. (United States)(2)		2,608		53
Stantec, Inc. (Canada)		1,367		32
Tetra Tech, Inc. (United States)		1,050		37

	SHARES		VALUE
Industrials—continued
Vestas Wind Systems A/S (Denmark)		779	$	64
Xylem, Inc. (United States)		728		38
Zumtobel Group AG (Austria)		2,224		43
				1,269
Information Technology—7.5%
Canadian Solar, Inc. (Canada)(2)		1,037		14
First Solar, Inc. (United States)(2)		887		35
Infineon Technologies AG (Germany)		2,033		36
NXP Semiconductors NV (Netherlands)(2)		592		60
Power Integrations, Inc. (United States)		537		34
PSI AG Gesellschaft Fuer Produkte Und Systeme Der Informationstechnologie (Germany)		838		12
Pure Technologies Ltd. (Canada)		13,648		61
SolarEdge Technologies, Inc. (United States)(2)		1,196		21
SunPower Corp. (United States)(2)		4,450		40
Trimble Navigation Ltd. (United States)(2)		1,313		38
Universal Display Corp. (United States)(2)		165		9
				360
Materials—13.9%
Agrium, Inc. (Canada)		712		65
Calgon Carbon Corp. (United States)		3,778		57
CF Industries Holdings, Inc. (United States)		1,654		40
Ecolab, Inc. (United States)		325		40
FMC Corp. (United States)		505		24
Israel Chemicals Ltd. (Israel)		5,839		23
Kemira Oyj (Finland)		1,231		17
Koninklijke Dsm NV (Netherlands)		273		18
Monsanto Co. (United States)		1,121		115
Mosaic Co. (The) (United States)		1,403		34
PhosAgro OAO GDR Registered Shares (Russia)		2,987		38
Potash Corp. of Saskatchewan, Inc. (Canada)		2,557		42
Syngenta AG Registered Shares (Switzerland)		278		122
Yara International ASA (Norway)		989		33
				668
Real Estate—0.4%
Gladstone Land Corp. (United States)		1,612		17
Utilities—16.1%
American Water Works Co., Inc. (United States)		207		16
Aqua America, Inc. (United States)		781		24
Atlantica Yield plc (United Kingdom)		1,670		32

See Notes to Financial Statements

41

VIRTUS ESSENTIAL RESOURCES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Utilities—continued
Beijing Enterprises Water Group Ltd. Class H (Hong Kong)		52,000	$	35
California Water Service Group (United States)		536		17
China Water Affairs Group Ltd. (Bermuda)		28,000		18
CT Environmental Group Ltd. (Cayman Islands)		28,000		8
EDP Renovaveis SA (Spain)		9,093		73
Global Water Resources, Inc. (United States)		879		7
Guangdong Investments Ltd. (China)		16,000		26
Huaneng Renewables Corp., Ltd. Class H (China)		146,000		51
Iberdrola SA (Spain)		9,664		66
Manila Water Co., Inc. (Philippines)		30,100		18
NextEra Energy, Inc. (United States)		156		19
Northland Power, Inc. (Canada)		607		11
NRG Yield, Inc. Class C (United States)		2,712		46
Pennon Group plc (United Kingdom)		2,114		24
SevernTrent plc (United Kingdom)		925		30
Silver Spring Networks, Inc. (United States)(2)		3,072		44

	SHARES		VALUE
Utilities—continued
Suez Environnement SA (France)		5,031	$	83
United Utilities Group plc (United Kingdom)		3,696		48
Veolia Environnement SA (France)		3,327		77
				773
TOTAL COMMON STOCKS (Identified Cost $4,619)				4,693
CLOSED END FUND—0.7%
Financials—0.7%
Greencoat UK Wind plc Fund (United Kingdom)(3)		23,384		35
TOTAL CLOSED END FUND (Identified Cost $35)				35
TOTAL LONG TERM INVESTMENTS—98.6%
(Identified Cost $4,654)				4,728
TOTAL INVESTMENTS—98.6% (Identified Cost $4,654)				4,728	(1)
Other assets and liabilities, net—1.4%				67
NET ASSETS—100.0%			$	4,795

Abbreviation:

GDR Global Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

Country Weightings† (Unaudited)
United States	39	%
Canada	9
United Kingdom	8
Brazil	6
Germany	6
Ireland	5
France	3
Other	24
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable lnputs
Equity Securities:
Closed End Fund	$	35	$	35	$	—
Common Stocks		4,693		4,248		445
Total Investments	$	4,728	$	4,283	$	445

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

42

VIRTUS HIGH YIELD FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
FOREIGN GOVERNMENT SECURITIES—1.3%
Argentine Republic
144A 7.500%, 4/22/26(3)	$	340	$	384
144A 7.125%, 7/6/36(3)		360		383
Provincia de Buenos Aires 144A 9.125%, 3/16/24(3)		210		235
TOTAL FOREIGN GOVERNMENT SECURITIES (Identified Cost $916)				1,002
MORTGAGE-BACKED SECURITIES—1.3%
Non-Agency—1.3%
Citigroup Mortgage Loan Trust, Inc. 05-5, 2A3 5.000%, 8/25/35		88		88
Home Equity Loan Trust 07-HSA3, AI4 6.110%, 6/25/37(2)		415		418
JPMorgan Chase Commercial Mortgage Securities Trust 07-LDPX, AM 5.464%, 1/15/49(2)		180		176
MASTR Reperforming Loan Trust 05-1, 1A5 144A 8.000%, 8/25/34(3)		216		225
Residential Accredit Loans, Inc. 05-QS1, A5 5.500%, 1/25/35		91		91
TOTAL MORTGAGE-BACKED SECURITIES (Identified Cost $986)				998
ASSET-BACKED SECURITIES—1.3%
CarFinance Capital Auto Trust 14-1A, D 144A 4.900%, 4/15/20(3)		205		206
Citi Held For Asset Issuance 15-PM3, B 144A 4.310%, 5/16/22(3)		360		360
Greater Capital Association of Realtors 15-1A, C 9.790%, 10/15/25		250		255
Leaf Receivables Funding 9 LLC 10 LLC 15-1, E2 144A 6.000%, 6/15/23(3)		160		157
TOTAL ASSET-BACKED SECURITIES (Identified Cost $971)				978
CORPORATE BONDS AND NOTES—80.5%
Consumer Discretionary—21.6%
Allison Transmission, Inc. 144A 5.000%, 10/1/24(3)		65		67
Altice SA 144A 7.750%, 5/15/22(3)		300		321
Beazer Homes USA, Inc.
5.750%, 6/15/19		115		120
144A 8.750%, 3/15/22(3)		75		79
Boyd Gaming Corp. 6.875%, 5/15/23		265		289
Caesars Entertainment Operating Co., Inc. 9.000%, 2/15/20(14)		450		466

	PAR VALUE		VALUE
Consumer Discretionary—continued
Caesars Entertainment Resort Properties LLC 8.000%, 10/1/20	$	220	$	229
Caesars Growth Properties Holdings LLC 9.375%, 5/1/22		445		478
CCO Holdings LLC 144A 5.500%, 5/1/26(3)		435		457
Cequel Communications Holdings I LLC 144A 6.375%, 9/15/20(3)		400		413
Clear Channel Worldwide Holdings, Inc.
Series A 7.625%, 3/15/20		150		145
Series B 7.625%, 3/15/20		1,060		1,056
Columbus Cable Barbados Ltd. Series B, 144A 7.375%, 3/30/21(3)		245		261
CSC Holdings LLC 5.250%, 6/1/24		290		276
Dakota Merger Sub, Inc. 144A 10.750%, 9/1/24(3)		250		246
Dana Financing Luxembourg S.a.r.l. 144A 6.500%, 6/1/26(3)		55		58
Diamond Resorts International, Inc. 144A 7.750%, 9/1/23(3)		20		20
DISH DBS Corp.
5.000%, 3/15/23		475		463
144A 7.750%, 7/1/26(3)		215		229
Hanesbrands, Inc.
144A 4.625%, 5/15/24(3)		65		67
144A 4.875%, 5/15/26(3)		135		139
i Heart Communications, Inc. 9.000%, 12/15/19		115		91
IHO Verwaltungs GmbH PIK Interest Capitalization 144A 4.125%, 9/15/21(3)(7)		380		385
Intelsat Jackson Holdings SA 5.500%, 8/1/23		425		296
International Game Technology plc 144A 6.250%, 2/15/22(3)		200		214
Landry’s Holdings II, Inc. 144A 10.250%, 1/1/18(3)		175		179
Landry’s, Inc.
144A 9.375%, 5/1/20(3)		425		446
144A 6.750%, 10/15/24(3)		135		138
Lennar Corp.
4.500%, 11/15/19		215		228
4.875%, 12/15/23		70		72
M/I Homes, Inc. 6.750%, 1/15/21		140		147
MDC Holdings, Inc. 5.500%, 1/15/24		325		341
Meritor, Inc. 6.750%, 6/15/21		225		229
MGM Growth Properties Operating Partnership LP (MGP Finance Co-Issuer, Inc.) 144A 5.625%, 5/1/24(3)		65		71

	PAR VALUE		VALUE
Consumer Discretionary—continued
MGM Resorts International 4.625%, 9/1/26	$	380	$	372
Mohegan Tribal Gaming Authority 9.750%, 9/1/21		170		184
MPG Holdco I, Inc. 7.375%, 10/15/22		225		232
Newell Brands, Inc.
144A 5.000%, 11/15/23(3)		115		122
4.200%, 4/1/26		15		16
Penn National Gaming, Inc. 5.875%, 11/1/21		180		187
PetSmart, Inc. 144A 7.125%, 3/15/23(3)		700		737
PulteGroup, Inc. 5.500%, 3/1/26		200		211
RCN Telecom Services LLC (RCN Capital Corp.) 144A 8.500%, 8/15/20(3)		670		715
Sally Holdings LLC / Sally Capital, Inc. 5.625%, 12/1/25		145		157
Scientific Games International, Inc.
6.625%, 5/15/21		150		115
144A 7.000%, 1/1/22(3)		245		260
SFR (Numericable) Group S.A.
144A 6.000%, 5/15/22(3)		465		476
144A 7.375%, 5/1/26(3)		340		348
Sinclair Television Group, Inc. 144A 5.125%, 2/15/27(3)		200		196
Sirius XM Radio, Inc. 144A 5.375%, 7/15/26(3)		290		299
Six Flags Entertainment Corp. 144A 4.875%, 7/31/24(3)		170		172
Station Casinos LLC 7.500%, 3/1/21		200		212
Tenneco, Inc. 5.000%, 7/15/26		175		178
TI Group Automotive Systems LLC 144A 8.750%, 7/15/23(3)		290		317
Toll Brothers Finance Corp. 4.875%, 11/15/25		450		462
TRI Pointe Group, Inc. 5.875%, 6/15/24		400		419
Univision Communications, Inc. 144A 5.125%, 5/15/23(3)		195		198
UPCB Finance IV Ltd. 144A 5.375%, 1/15/25(3)		200		202
VTR Finance BV 144A 6.875%, 1/15/24(3)		450		467
Wolverine World Wide, Inc. 144A 5.000%, 9/1/26(3)		250		253
Ziggo Secured Finance BV 144A 5.500%, 1/15/27(3)		265		265
				16,488

See Notes to Financial Statements

43

VIRTUS HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Consumer Staples—2.7%
Albertson’s, Inc. ( Albertson’s LLC) 144A 5.750%, 3/15/25(3)	$	195	$	195
Dole Food Co., Inc. 144A 7.250%, 5/1/19(3)		250		254
Pinnacle Foods Corp. Finance LLC 144A 5.875%, 1/15/24(3)		35		38
Post Holdings, Inc. 144A 5.000%, 8/15/26(3)		305		304
Prestige Brands, Inc. 144A 6.375%, 3/1/24(3)		200		214
Rite Aid Corp.
6.750%, 6/15/21		475		501
144A 6.125%, 4/1/23(3)		65		70
Safeway, Inc. 7.250%, 2/1/31		215		214
Tops Holding LLC (Tops Markets II Corp.) 144A 8.000%, 6/15/22(3)		275		249
US Foods, Inc. 144A 5.875%, 6/15/24(3)		40		42
				2,081
Energy—12.6%
Alberta Energy Co., Ltd. 8.125%, 9/15/30		115		136
Antero Midstream Partners LP 144A 5.375%, 9/15/24(3)		85		86
Antero Resources Corp. 5.625%, 6/1/23		275		282
Archrock Partners LP 6.000%, 10/1/22		300		280
Blue Racer Midstream LLC 144A 6.125%, 11/15/22(3)		340		334
BreitBurn Energy Partners 7.875%, 4/15/22(4)		150		77
California Resources Corp.
144A 8.000%, 12/15/22(3)		239		160
6.000%, 11/15/24		16		8
Callon Petroleum Co. 144A 6.125%, 10/1/24(3)		115		119
Carrizo Oil & Gas, Inc. 6.250%, 4/15/23		185		184
Cheniere Corpus Christi Holdings LLC 144A 7.000%, 6/30/24(3)		105		114
Chesapeake Energy Corp.
6.625%, 8/15/20		100		94
5.750%, 3/15/23		105		90
CONSOL Energy, Inc. 5.875%, 4/15/22		200		185
Continental Resources, Inc.
5.000%, 9/15/22		240		240
4.500%, 4/15/23		145		140
Crestwood Midstream Partners LP (Crestwood Midstream Finance Corp.) 6.250%, 4/1/23		295		300
Enbridge Energy Partners LP 4.375%, 10/15/20		35		37

	PAR VALUE		VALUE
Energy—continued
Encana Corp. 3.900%, 11/15/21	$	190	$	190
Energy Transfer Equity LP 5.875%, 1/15/24		400		417
EnLink Midstream Partners LP 4.850%, 7/15/26		30		30
EnQuest plc 144A 7.000%, 4/15/22(3)		250		131
EP Energy LLC (Everest Acquisition Finance, Inc.) 9.375%, 5/1/20		215		154
FTS International, Inc.
144A 8.350%, 6/15/20(2)(3)		230		196
6.250%, 5/1/22		190		74
Gulfport Energy, Corp. 7.750%, 11/1/20		150		156
Helmerich & Payne International Drilling Co. 4.650%, 3/15/25		150		158
Holly Energy Partners LP 144A 6.000%, 8/1/24(3)		25		26
Laredo Petroleum, Inc. 5.625%, 1/15/22		110		107
Linn Energy LLC (Linn Energy Finance Corp.) 7.750%, 2/1/21(4)		200		52
MPLX LP 4.875%, 12/1/24		325		336
Newfield Exploration Co. 5.375%, 1/1/26		165		166
NGL Energy Partners LP 5.125%, 7/15/19		200		189
Pacific Exploration and Production Corp. 144A 5.375%, 1/26/19(3)(4)		100		19
Parsley Energy LLC 144A 6.250%, 6/1/24(3)		410		425
Petrobras Global Finance BV
8.375%, 5/23/21		40		44
8.750%, 5/23/26		210		233
QEP Resources, Inc. 5.250%, 5/1/23		300		297
Range Resources Corp. 144A 5.000%, 3/15/23(3)		270		265
Regency Energy Partners LP 5.875%, 3/1/22		90		99
Rowan Cos., Inc. 5.400%, 12/1/42		265		178
Sabine Oil & Gas Corp. 7.250%, 6/15/19(4)(11)		329		6
Sabine Pass Liquefaction LLC 5.625%, 2/1/21		380		404
SM Energy Co. 6.125%, 11/15/22		115		116
Southern Gas Corridor CJSC 144A 6.875%, 3/24/26(3)		200		225
Sunoco LP 144A 6.375%, 4/1/23(3)		695		718
Transocean, Inc.
6.800%, 12/15/16		360		362
144A 9.000%, 7/15/23(3)		80		78
6.800%, 3/15/38		300		200

	PAR VALUE		VALUE
Energy—continued
Weatherford International Ltd. 8.250%, 6/15/23	$	190	$	189
Whiting Petroleum Corp. 5.750%, 3/15/21		130		122
WPX Energy, Inc. 6.000%, 1/15/22		120		119
YPF S.A. 144A 8.500%, 3/23/21(3)		230		257
				9,604
Financials—5.8%
AerCap Ireland Capital Ltd. (Aercap Global Aviation Trust)
4.625%, 10/30/20		150		158
4.500%, 5/15/21		400		418
3.950%, 2/1/22		175		179
Aircastle Ltd. 5.000%, 4/1/23		350		367
Ally Financial, Inc.
3.250%, 11/5/18		120		121
4.250%, 4/15/21		205		209
5.750%, 11/20/25		235		247
Genworth Holdings, Inc. 4.900%, 8/15/23		130		109
Guanay Finance Ltd. 144A 6.000%, 12/15/20(3)		239		244
ICAHN Enterprises LP 5.875%, 2/1/22		295		285
ING Groep NV 6.000%(2)(5)(6)		200		195
iStar Financial, Inc. 5.000%, 7/1/19		500		500
Nationstar Mortgage LLC 6.500%, 7/1/21		250		246
Navient Corp. 7.250%, 9/25/23		60		60
Springleaf Finance Corp. 5.250%, 12/15/19		410		420
Sprint Capital Corp. 6.900%, 5/1/19		325		338
Voya Financial, Inc. 5.650%, 5/15/53(2)		205		205
Walter Investment Management Corp. 7.875%, 12/15/21		215		144
				4,445
Health Care—10.4%
Alere, Inc.
6.500%, 6/15/20		150		151
144A 6.375%, 7/1/23(3)		50		51
Capsugel S.A. PIK Interest Capitalization, 144A 7.000%, 5/15/19(3)(7)		212		213
Centene Corp 5.625%, 2/15/21		150		160
Centene Escrow Corp. 4.750%, 5/15/22		65		67
Community Health Systems, Inc.
5.125%, 8/15/18		21		21
5.125%, 8/1/21		400		397
6.875%, 2/1/22		145		125

See Notes to Financial Statements

44

VIRTUS HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Health Care—continued
Concordia Healthcare Corp. 144A 7.000%, 4/15/23(3)	$	450	$	290
DaVita Healthcare Partners, Inc.
5.125%, 7/15/24		100		102
5.000%, 5/1/25		100		101
Double Eagle Acquisition Sub, Inc. 144A 7.500%, 10/1/24(3)		75		77
Endo Finance LLC 144A 5.375%, 1/15/23(3)		250		222
Fresenius U.S. Finance II, Inc. 144A 4.500%, 1/15/23(3)		60		63
HCA, Inc.
6.500%, 2/15/20		175		194
5.375%, 2/1/25		505		522
5.250%, 6/15/26		230		244
4.500%, 2/15/27		270		271
inVentiv Health, Inc. 144A 9.000%, 1/15/18(3)		130		134
Mallinckrodt International Finance S.A. 144A 5.625%, 10/15/23(3)		110		106
MEDNAX, Inc. 144A 5.250%, 12/1/23(3)		295		310
MPH Acquisition Holdings LLC 144A 7.125%, 6/1/24(3)		20		22
Ortho-Clinical Diagnostics, Inc. (Ortho-Clinical Diagnostics S.A.) 144A 6.625%, 5/15/22(3)		225		199
Pinnacle Merger Sub, Inc. (PRA Holdings, Inc.) 144A 9.500%, 10/1/23(3)		225		249
Quintiles Transnational Corp. 144A 4.875%, 5/15/23(3)		175		181
Quorum Health Corp. 144A 11.625%, 4/15/23(3)		120		100
Sterigenics-Nordion Holdings LLC 144A 6.500%, 5/15/23(3)		325		339
Surgery Center Holdings, Inc. 144A 8.875%, 4/15/21(3)		200		214
Surgical Care Affiliates, Inc. 144A 6.000%, 4/1/23(3)		400		422
Team Health, Inc. 144A 7.250%, 12/15/23(3)		20		22
Teleflex, Inc. 4.875%, 6/1/26		270		280
Tenet Healthcare Corp.
6.000%, 10/1/20		375		397
4.500%, 4/1/21		275		278
8.125%, 4/1/22		390		392
Universal Health Services, Inc.
144A 4.750%, 8/1/22(3)		45		46
144A 5.000%, 6/1/26(3)		80		84
Valeant Pharmaceuticals International, Inc.
144A 6.750%, 8/15/18(3)		140		141
144A 5.375%, 3/15/20(3)		420		391

	PAR VALUE		VALUE
Health Care—continued
144A 6.375%, 10/15/20(3)	$	325	$	306
144A 7.250%, 7/15/22(3)		70		65
				7,949
Industrials—6.2%
ADT Corp. (The) 6.250%, 10/15/21		200		218
Advanced Disposal Services, Inc. 8.250%, 10/1/20		300		315
AMN Healthcare, Inc. 144A 5.125%, 10/1/24(3)		70		71
Bombardier, Inc.
4.750%, 4/15/19		190		186
144A 6.125%, 1/15/23(3)		200		179
Builders FirstSource, Inc. 144A 10.750%, 8/15/23(3)		150		173
Cemex SAB de C.V. 144A 7.750%, 4/16/26(3)		200		222
CNH Industrial N.V. 4.500%, 8/15/23		250		253
Garda World Security Corp. 144A 7.250%, 11/15/21(3)		410		380
Harland Clarke Holdings Corp.
144A 6.875%, 3/1/20(3)		150		144
144A 9.250%, 3/1/21(3)		300		256
Hawaiian Airlines Pass-Through Certificates 13-1B, 4.950%, 1/15/22		96		97
JBS Investments GmbH 144A 7.250%, 4/3/24(3)		200		205
Masco Corp. 4.375%, 4/1/26		175		185
NCI Building Systems, Inc. 144A 8.250%, 1/15/23(3)		290		317
Owens Corning 3.400%, 8/15/26		265		266
Prime Security Services Borrower LLC (Prime Finance, Inc.) 144A 9.250%, 5/15/23(3)		195		213
Standard Industries, Inc. 144A 5.500%, 2/15/23(3)		55		57
TransDigm, Inc.
6.000%, 7/15/22		300		318
6.500%, 5/15/25		230		241
UAL Pass-Through-Trust 07-01, A 6.636%, 7/2/22		161		172
United Rentals North America, Inc. 5.500%, 7/15/25		270		278
				4,746
Information Technology—2.3%
Blackboard, Inc. 144A 7.750%, 11/15/19(3)		125		125
Diamond 1 Finance Corp. (Diamond 2 Finance Corp.)
144A 5.450%, 6/15/23(3)		60		64
144A 7.125%, 6/15/24(3)		70		77
144A 6.020%, 6/15/26(3)		45		50
144A 8.100%, 7/15/36(3)		55		65
144A 8.350%, 7/15/46(3)		45		54

	PAR VALUE		VALUE
Information Technology—continued
First Data Corp.
144A 5.000%, 1/15/24(3)	$	230	$	234
144A 5.750%, 1/15/24(3)		450		464
Infor US, Inc. 6.500%, 5/15/22		220		224
NXP BV (NXP Funding LLC) 144A 4.625%, 6/1/23(3)		325		356
WESCO Distribution, Inc. 144A 5.375%, 6/15/24(3)		75		75
				1,788
Materials—9.1%
AK Steel Corp.
7.625%, 10/1/21		100		97
7.500%, 7/15/23		140		149
Aleris International, Inc. 144A 9.500%, 4/1/21(3)		360		389
ArcelorMittal 6.125%, 6/1/25		300		328
Ardagh Packaging Finance plc
144A 6.250%, 1/31/19(3)		145		149
144A 6.750%, 1/31/21(3)		295		306
144A 7.250%, 5/15/24(3)		345		370
Axalta Coating Systems, LLC 144A 4.875%, 8/15/24(3)		290		298
Berry Plastics Corp. 5.125%, 7/15/23		400		409
BlueScope Steel Finance Ltd. 144A 6.500%, 5/15/21(3)		235		249
Boise Cascade Co. 144A 5.625%, 9/1/24(3)		190		194
Cascades, Inc.
144A 5.500%, 7/15/22(3)		575		587
144A 5.750%, 7/15/23(3)		225		229
Eldorado Gold Corp. 144A 6.125%, 12/15/20(3)		150		152
Fortescue Metals Group (FMG) Resources August 2006 Pty Ltd. 144A 9.750%, 3/1/22(3)		100		117
Freeport-McMoRan Copper & Gold, Inc.
3.550%, 3/1/22		160		146
3.875%, 3/15/23		180		164
Graphic Packaging International, Inc. 4.125%, 8/15/24		225		227
Hexion U.S. Finance Corp.
8.875%, 2/1/18		125		120
6.625%, 4/15/20		75		66
INEOS Group Holdings S.A.
144A 5.875%, 2/15/19(3)		305		312
144A 5.625%, 8/1/24(3)		315		310
Novelis Corp.
144A 6.250%, 8/15/24(3)		35		37
144A 5.875%, 9/30/26(3)		230		236
Reynolds Group Issuer, Inc.
8.250%, 2/15/21		190		198
144A 5.125%, 7/15/23(3)		150		155
144A 7.000%, 7/15/24(3)		10		11
Standard Industries, Inc. 144A 6.000%, 10/15/25(3)		115		123

See Notes to Financial Statements

45

VIRTUS HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Materials—continued
Teck Resources Ltd.
144A 8.000%, 6/1/21(3)	$	20	$	22
4.750%, 1/15/22		150		147
144A 8.500%, 6/1/24(3)		50		57
6.125%, 10/1/35		150		143
United States Steel Corp. 7.375%, 4/1/20		19		19
Vale Overseas Ltd. 5.875%, 6/10/21		130		136
Valvoline, Inc. 144A 5.500%, 7/15/24(3)		30		32
Vedanta Resources plc
144A 9.500%, 7/18/18(3)		100		106
144A 8.250%, 6/7/21(3)		200		203
				6,993
Real Estate—0.8%
Corrections Corp. of America 5.000%, 10/15/22		145		132
ESH Hospitality, Inc. 144A 5.250%, 5/1/25(3)		170		171
GLP Capital LP (GLP Financing II, Inc.)
4.875%, 11/1/20		95		103
5.375%, 4/15/26		60		65
MPT Operating Partnership LP
6.375%, 3/1/24		100		109
5.250%, 8/1/26		10		10
				590
Telecommunication Services—6.4%
Altice Financing S.A. 144A 6.625%, 2/15/23(3)		480		494
CenturyLink, Inc.
Series T 5.800%, 3/15/22		65		67
Series Y 7.500%, 4/1/24		370		396
CSC Holdings LLC 144A 5.500%, 4/15/27(3)		135		138
Frontier Communications Corp.
8.500%, 4/15/20		425		461
10.500%, 9/15/22		45		48
GTH Finance BV 144A 7.250%, 4/26/23(3)		200		218
Level 3 Financing, Inc. 144A 5.250%, 3/15/26(3)		135		140
Neptune Finance Corp.
144A 10.125%, 1/15/23(3)		210		243
144A 6.625%, 10/15/25(3)		210		228
Qwest Corp. 7.250%, 9/15/25		130		142
Sprint Capital Corp. 6.875%, 11/15/28		250		237
Sprint Communications, Inc. 6.000%, 11/15/22		235		221
Sprint Corp. 7.875%, 9/15/23		325		330
T-Mobile USA, Inc.
6.125%, 1/15/22		240		256
6.500%, 1/15/24		275		299
6.500%, 1/15/26		220		244

	PAR VALUE		VALUE
Telecommunication Services—continued
Virgin Media Finance plc 144A 6.000%, 10/15/24(3)	$	250	$	260
Windstream Corp. 7.750%, 10/1/21		300		300
Zayo Group LLC (Zayo Capital, Inc.) 6.000%, 4/1/23		180		189
				4,911
Utilities—2.6%
AmeriGas Partners LP 7.000%, 5/20/22		325		345
Calpine Corp. 5.375%, 1/15/23		350		351
Dynegy, Inc. 7.375%, 11/1/22		355		352
NRG Energy, Inc. 144A 7.250%, 5/15/26(3)		185		189
NRG Yield Operating LLC 5.375%, 8/15/24		190		196
Talen Energy Supply LLC 144A 4.625%, 7/15/19(3)		175		165
TerraForm Power Operating LLC 144A 9.375%, 2/1/23(2)(3)		250		259
Texas Competitive Electric Holdings Co. LLC 144A 11.500%, 10/1/20(3)(8)		500		153
				2,010
TOTAL CORPORATE BONDS AND NOTES (Identified Cost $61,346)				61,605
LOAN AGREEMENTS(2)—9.3%
Consumer Discretionary—2.2%
Boyd Gaming Corp. Tranche B-2 3.524%, 9/15/23		59		60
Caesars Entertainment Operating Co., Inc. Tranche B-7, 11.250%, 3/1/17(14)		165		189
Caesars Entertainment Resort Properties LLC 7.000%, 10/11/20		115		115
CDS U.S. Intermediate Holdings, Inc. First Lien, 5.000%, 7/8/22		177		178
Floor & Decor Outlets of America, Inc. 0.000%, 9/29/23(9)		150		150
Graton Resort & Casino Tranche B, 4.750%, 9/1/22		104		105
Leslie’s Poolmart, Inc. Tranche B 5.250%, 8/16/23		110		111
Mohegan Tribal Gaming Authority
Tranche B, 5.500%, 6/15/18		110		110
0.00%, 9/30/23(9)		190		187
Transtar Holding Co. Second Lien, 12.000%, 10/9/19(4)(11)		200		28

	PAR VALUE		VALUE
Consumer Discretionary—continued
U.S. Farathane LLC Tranche B-2, 5.750%, 12/23/21	$	244	$	245
UFC Holdings LLC First Lien 5.000%, 8/18/23		195		197
				1,675
Consumer Staples—1.6%
Albertson’s LLC Trance B-4, 4.500%, 8/25/21		209		211
Amplify Snack Brands, Inc. 6.500%, 9/2/23		235		234
ASP MSG Acquisitions, Co., Inc. 6.000%, 8/16/23		149		150
Chobani LLC 5.250%, 9/29/23		45		45
Crossmark Holdings, Inc. Second Lien, 8.750%, 12/21/20(11)		190		86
Hostess Brands LLC Tranche B, Second Lien, 8.500%, 8/3/23		430		434
Kronos Second Lien, 9.750%, 4/30/20		24		24
Pinnacle Foods Finance LLC 3.275%, 1/13/23		32		32
				1,216
Energy—0.8%
California Resources Corp. 11.375%, 12/31/21		155		163
Chesapeake Energy Corp. 8.500%, 8/23/21		31		33
EP Energy LLC 0.000%, 6/30/21(9)		190		187
Jonah Energy LLC Second Lien, 7.500%, 5/12/21		125		112
MEG Energy Corp. 3.750%, 3/31/20		85		79
Sabine Oil & Gas LLC Second Lien, 12.000%, 12/31/18(4)(11)		285		10
				584
Health Care—1.5%
21st Century Oncology Holdings, Inc. Tranche B, 7.125%, 4/30/22		222		210
Ardent Legacy Acquisitions, Inc. 6.500%, 8/4/21		129		128
InVentiv Health, Inc.
Tranche B-4, 7.750%, 5/15/18		159		160
Tranche B 0.000%, 9/29/23(9)		57		57
MMM Holdings, Inc. 9.750%, 12/12/17(8)(11)		79		77
MPH Acquisition Holdings LLC 5.000%, 6/7/23		35		36
MSO of Puerto Rico, Inc. 9.750%, 12/12/17(8)(11)		58		56

See Notes to Financial Statements

46

VIRTUS HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Health Care—continued
NVA Holdings, Inc.
Tranche B-1, First Lien, 5.500%, 8/14/21	$	130	$	131
Second Lien, 8.000%, 8/14/22		175		175
Quorum Health Corp. 6.750%, 4/29/22		99		96
				1,126
Industrials—1.3%
Aspen Merger Sub (Coinstar), Inc. 0.000%, 9/27/23(9)		89		90
Brickman Group Ltd. LLC (The) Second Lien, 7.500%, 12/17/21		225		224
Filtration Group Corp. Second Lien, 8.250%, 11/22/21		81		81
Navistar, Inc. Tranche B 6.500%, 8/7/20		235		236
Sedgwick Claims Management Services, Inc. Second Lien, 6.750%, 2/28/22		390		387
				1,018
Information Technology—0.8%
Blackboard, Inc. Tranche B-4 0.000%, 6/30/21(9)		142		141
Donnelley Financial Solutions 0.000%, 9/26/23(9)		50		50
First Data Corp. Tranche 2022 4.275%, 7/8/22		157		158
Mitchell International, Inc. Second Lien, 8.500%, 10/11/21		64		63
NXP BV Tranche F 3.405%, 12/7/20		61		62
Presidio, Inc. Refinancing, 5.250%, 2/2/22		145		146
Press Ganey Holdings, Inc. 3.250%, 9/29/23		16		16
Western Digital Corp. Tranche B-1, 4.500%, 4/29/23		14		14
				650
Materials—0.6%
CPI Acquisition, Inc. First Lien, 5.500%, 8/17/22		160		157
Fortescue Metals Group (FMG) Resources Property Ltd. 3.750%, 6/30/19		138		137
Omnova Solutions, Inc. Tranche B-2, 5.250%, 8/25/23		193		193
				487
Utilities—0.5%
Atlantic Power LP 6.000%, 4/13/23		220		223

	PAR VALUE			VALUE
Utilities—continued
Energy Futures Holdings Corp.
5.000%, 7/27/23(8)	$	138		$	139
Tranche C 5.000%, 7/27/23(8)		31			31
					393
TOTAL LOAN AGREEMENTS (Identified Cost $7,634)					7,149
	SHARES
PREFERRED STOCKS—1.4%
Financials—1.4%
Citigroup, Inc. Series N 6.250%(2)		205	(10)		221
Goldman Sachs Group, Inc. (The) Series L, 5.700%(2)		215	(10)		218
JPMorgan Chase & Co. Series V, 5.000%(2)		145	(10)		143
KeyCorp. 5.000(2)		375	(10)		370
SunTrust Bank, Inc. 5.625%(2)		95	(10)		98
TOTAL PREFERRED STOCKS (Identified Cost $1,037)					1,050
EXCHANGE-TRADED FUNDS(12)—2.0%
iShares 0-5 Year High Yield Corporate Bond Index Fund		8,300			392
iShares iBoxx $ High Yield Corporate Bond Index Fund		4,413			385
SPDR Barclays High Yield Bond Index Fund		10,467			384
SPDR Barclays Short-Term High Yield Bond Index Fund		14,000			388
TOTAL EXCHANGE-TRADED FUNDS (Identified Cost $1,513)					1,549
AFFILIATED MUTUAL FUND(12)—0.5%
Virtus Credit Opportunities Fund Class R6		35,806			352
TOTAL AFFILIATED MUTUAL FUND (Identified Cost $358)					352
TOTAL LONG TERM INVESTMENTS—97.6%
(Identified Cost $74,761)					74,683	(13)
SHORT-TERM INVESTMENT—0.3%
Money Market Mutual Fund(12)—0.3%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)		226,656			227
TOTAL SHORT-TERM INVESTMENT (Identified Cost $227)					227
TOTAL INVESTMENTS—97.9% (Identified Cost $74,988)					74,910	(1)
Other assets and liabilities, net—2.1%					1,639
NET ASSETS—100.0%				$	76,549

Abbreviations:

ADS American Depositary Share

PIK Payment-in-Kind Security

SPDR S&P Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $30,862 or 40.3% of net assets.

⁽⁴⁾ Security in default no interest payments are being received during the bankruptcy proceedings.

⁽⁵⁾ No contractual maturity date.

⁽⁶⁾ Interest payments may be deferred.

⁽⁷⁾ 100% of the income received was in cash.

⁽⁸⁾ Security in default, interest payments are being received during the bankruptcy proceedings.

⁽⁹⁾ This loan will settle after September 30, 2016, at which time the interest rate, based on the London Interbank Offered Rate (“LIBOR”) and the agreed upon spread on trade date, will be reflected.

⁽¹⁰⁾ Value shown as par value.

⁽¹¹⁾ Illiquid security.

⁽¹²⁾ Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

⁽¹³⁾ All or a portion of the Fund’s assets have been segregated for delayed delivery securities.

⁽¹⁴⁾  Security in default, a portion of the interest payments are being received during bankruptcy proceedings.

Country Weightings† (Unaudited)
United States	79	%
Canada	5
Luxembourg	3
Argentina	2
Ireland	2
Netherlands	2
United Kingdom	1
Other	6
Total	100	%
† % of total investments as of September 30, 2016

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

47

VIRTUS HIGH YIELD FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Debt Securities:
Asset-Backed Securities	$	978	$	—	$	723	$	255
Corporate Bonds And Notes		61,605		—		61,586		19
Foreign Government Securities		1,002		—		1,002		—
Loan Agreements		7,149		—		7,111		38
Mortgage-Backed Securities		998		—		998		—
Equity Securities:
Affiliated Mutual Fund		352		352		—		—
Exchange-Traded Funds		1,549		1,549		—		—
Preferred Stocks		1,050		—		1,050		—
Short-Term Investment		227		227		—		—
Total Investments	$	74,910	$	2,128	$	72,470	$	312

There were no transfers between Level 1 and Level 2 related to securities held as of September 30, 2016.

The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.

	Total			Asset-Backed Securities			Corporate Bonds And Notes			Loan Agreements
Investments in Securities
Balance as of September 30, 2015:	$	444		$	250		$	—		$	194
Accrued discount/(premium)		1			—			—			1
Realized gain (loss)		—			—			—			—
Change in unrealized appreciation (depreciation)(c)		(162	)		5			—			(167	)
Purchases		—			—			—			—
Sales(b)		—			—			—			—
Transfers into Level 3(a)		29	(d)		—			19	(d)		10	(d)
Transfers from Level 3(a)		—			—			—			—
Balance as of September 30, 2016	$	312		$	255	(e)	$	19	(e)	$	38	(e)

^(a)  “Transfers into and/or from” represent the ending value as of September 30, 2016, for any investment security where a change in the pricing level occurred from the beginning to the end of the period.

^(b)  Includes paydown on securities.

^(c)  Included in the related net change in unrealized appreciation/(depreciation) in the Statements of Operations. The change in unrealized appreciation/(depreciation) on investments still held on September 30, 2016 was ($222)

^(d)  The transfers into Level 3 are due to a decrease in trading activities at period end.

^(e)  The Fund’s investments that are categorized as Level 3 were valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of Level 3 investments.

None of the securities in this table are internally fair valued.

See Notes to Financial Statements

48

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
U.S. GOVERNMENT SECURITIES—10.1%
U.S. Treasury Note 0.750%, 12/31/17	$	19,355	$	19,362
1.375%, 4/30/20		14,265		14,451
1.625%, 2/15/26		6,755		6,772
TOTAL U.S. GOVERNMENT SECURITIES (Identified Cost $40,357)				40,585
MUNICIPAL BONDS—0.1%
Illinois—0.1%
State of Illinois Build America Taxable 5.547%, 4/1/19		190		201
TOTAL MUNICIPAL BONDS (Identified Cost $200)				201
FOREIGN GOVERNMENT SECURITIES—0.1%
Democratic Socialist Republic of Sri Lanka 144A 6.000%, 1/14/19(3)		235		243
Sultanate of Oman 144A 3.625%, 6/15/21(3)		200		202
TOTAL FOREIGN GOVERNMENT SECURITIES (Identified Cost $437)				445
MORTGAGE-BACKED SECURITIES—41.2%
Agency—12.8%
FHLMC
4.000%, 2/1/45		407		437
3.500%, 3/1/45		2,096		2,231
3.500%, 4/1/46		2,322		2,450
FNMA
4.000%, 8/1/25		91		96
3.000%, 6/1/27		278		292
3.000%, 11/1/27		965		1,014
2.500%, 5/1/28		764		794
2.500%, 11/1/29		749		776
2.500%, 9/1/30		4,628		4,802
3.000%, 9/1/30		3,000		3,152
3.000%, 10/1/30		1,692		1,778
3.000%, 10/1/30		5,275		5,543
2.500%, 2/1/31		6,419		6,655
4.000%, 11/1/31		440		476
5.000%, 10/1/39		329		372
4.500%, 4/1/40		136		149
3.500%, 12/1/42		653		691
3.000%, 3/1/43		1,112		1,160
3.000%, 5/1/43		321		335
4.000%, 10/1/44		981		1,054
3.000%, 5/1/45		1,070		1,114
3.500%, 8/1/45		1,704		1,798
3.500%, 1/1/46		2,117		2,234
3.500%, 1/1/46		2,634		2,779
3.500%, 1/1/46		483		509
3.000%, 4/1/46		3,009		3,132
3.500%, 4/1/46		560		591
3.000%, 5/1/46		373		388
3.500%, 5/1/46		564		595
3.000%, 6/1/46		1,044		1,087
3.000%, 7/1/46		381		396
3.000%, 7/1/46		1,704		1,774
3.000%, 10/1/46		480		500

	PAR VALUE		VALUE
Agency—continued
FNMA REMIC 97-70, PE (P.O.) 0.000%, 4/25/22	$	6	$	6
GNMA
7.000%, 7/15/23		2		2
7.000%, 9/15/23		8		9
7.000%, 9/15/23		2		2
7.000%, 1/15/24		5		5
7.000%, 9/15/24		6		7
7.000%, 7/15/25		3		3
7.000%, 7/15/25		12		12
				51,200
Non-Agency—28.4%
A-10 Securitization LLC 13-1, A 144A 2.400%, 11/15/25(3)		5		5
Access Point Financial, Inc. 15-A, A 144A 2.610%, 4/15/20(3)		86		86
Agate Bay Mortgage Trust 13-1, 144A 3.500%, 7/25/43(2)(3)		415		426
American Homes 4 Rent 15-SFR1, A 144A 3.467%, 4/17/52(3)		195		208
Ameriquest Mortgage Securities, Inc. 03-10, AF6 5.210%, 11/25/33(2)		177		182
Asset Backed Funding Certificates 05-AQ1, A6 4.780%, 6/25/35(2)		110		113
Aventura Mall Trust
13-AVM, C 144A 3.743%, 12/5/32(2)(3)		1,130		1,185
13-AVM, A 144A 3.743%, 12/5/32(2)(3)		1,721		1,849
Banc of America Commercial Mortgage Trust
07-2, A4 5.638%, 4/10/49(2)		948		953
07-4, AM 5.812%, 2/10/51(2)		1,950		2,011
Banc of America Funding Trust
04-B, 2A1 2.886%, 11/20/34(2)		51		50
05-1, 1A1 5.500%, 2/25/35		144		144
06-2, 3A1 6.000%, 3/25/36		34		35
16- R1, A1 144A 2.500%, 3/25/40(2)(3)		1,808		1,796
Banc of America Mortgage Trust
04-5, 4A1 4.750%, 6/25/19		237		237
04-7, 6A3 4.500%, 8/25/19		57		57
04-11, 5A1 6.500%, 8/25/32		440		443

	PAR VALUE		VALUE
Non-Agency—continued
Bank of America (Merrill Lynch – Countrywide) Alternative Loan Trust
04-22CB, 1A1 6.000%, 10/25/34	$	382	$	409
04-24CB, 1A1 6.000%, 11/25/34		254		258
Bank of America (Merrill Lynch) Investors Series 04-A4, A1 2.855%, 8/25/34(2)		765		774
Barclays (Lehman Brothers) – UBS Commercial Mortgage Trust
07-C2, A3 5.430%, 2/15/40		1,302		1,313
07-C6, A4 5.858%, 7/15/40(2)		750		760
07-C3, A4 6.114%, 7/15/44(2)		2,657		2,726
07-C7, A3 5.866%, 9/15/45(2)		616		639
Bayview Commercial Asset Trust 08-1, A3 144A 2.025%, 1/25/38(2)(3)		226		221
Bayview Financial Acquisition Trust 07-A, 1A2 6.205%, 5/28/37(2)		370		384
BCRR Trust 09-1, 2A 144A 5.858%, 7/17/40(2)(3)		143		143
Centex Home Equity Loan Trust
02-A, AF6 5.540%, 1/25/32		107		106
04-D, AF5 5.850%, 9/25/34(2)		385		397
Citigroup – Deutsche Bank Commercial Mortgage Trust 07-CD4, A4 5.322%, 12/11/49		1,004		1,008
Citigroup Commercial Mortgage Trust
16-A Smpl A 2.228%, 9/10/31		750		750
07-C6, A1A 5.900%, 12/10/49(2)		812		827
07-C6, A4 5.900%, 12/10/49(2)		1,550		1,578
08-C7, AM 6.333%, 12/10/49(2)		230		238
10-RR3, MLSR 144A 5.810%, 6/14/50(2)(3)		1,491		1,504
Citigroup Mortgage Loan Trust, Inc.
04-NCM2, 2CB2 6.750%, 8/25/34		166		173
14-A, A 144A 4.000%, 1/25/35(2)(3)		607		630
15-PS1, 144A 3.750%, 9/25/42(2)(3)		489		506
15-A, A1 144A 3.500%, 6/25/58(2)(3)		1,214		1,238

See Notes to Financial Statements

49

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Non-Agency—continued
Colony American Finance Ltd. 15-1 144A 2.896%, 10/15/47(3)	$	625	$	632
Colony Multi-Family Mortgage Trust 14-1, A 144A 2.543%, 4/20/50(3)		1,126		1,123
COLT Mortgage Loan Trust Funding LLC
16-1 A1, 144A 3.000%, 5/25/46(3)		841		848
16-2, A1 144A 2.750%, 9/25/46(2)(3)		1,165		1,172
Commercial Mortgage Lease-Backed Certificates 01-CMB, 1 144A 7.471%, 6/20/31(2)(3)		460		521
Commercial Mortgage Trust
07-C9, A4 5.813%, 12/10/49(2)		1,133		1,160
07-GG11, AM 5.867%, 12/10/49(2)		2,123		2,192
Credit Suisse Commercial Mortgage Trust
07-C1, A1A 5.361%, 2/15/40		139		140
10-RR7, 1A 144A 5.378%, 8/12/48(2)(3)		253		253
07-C2, A3 5.542%, 1/15/49(2)		8		8
Credit Suisse First Boston Mortgage Securities Corp.
03-27, 5A3 5.250%, 11/25/33		70		70
13-HYB1, A16,144A 3.017%, 4/25/43(2)(3)		1,134		1,136
Credit Suisse Mortgage Capital Trust 16-BDWN, A 144A 3.408%, 2/15/29(2)(3)		875		875
Freddie Mac Structured Agency Credit Risk Debt Notes 16-DNA2, M2 2.725%, 10/25/28(2)		835		849
GAHR Commercial Mortgage Trust 15-NRF, CFX 144A 3.495%, 12/15/34(2)(3)		810		825
GMAC Mortgage Corp. Loan Trust 04-AR1, 12A 3.441%, 6/25/34(2)		198		200
Goldman Sachs Mortgage Securities Trust
07-GG10, A1A 5.988%, 8/10/45(2)		2,322		2,362
07-GG10, A4 5.988%, 8/10/45(2)		1,353		1,373
GSAA Home Equity Trust
05-1, AF4 5.619%, 11/25/34(2)		211		218
05-12, AF3W 4.999%, 9/25/35(2)		52		52
Hilton USA Trust 13-HLT, EFX 144A 5.609%, 11/5/30(2)(3)		650		651

	PAR VALUE		VALUE
Non-Agency—continued
Home Equity Loan Trust 03-HS2, AIIB 0.775%, 6/25/28(2)	$	296	$	288
IMC Home Equity Loan Trust 97-5, A9 7.310%, 11/20/28		110		110
Jefferies Resecuritization Trust 14-R1, 1A1 144A 4.000%, 12/27/37(3)		165		165
JPMorgan Chase (Bear Stearns) Adjustable Rate Mortgage Trust
04-1, 21A1 2.715%, 4/25/34(2)		99		98
04-9, 22A1 3.496%, 11/25/34(2)		770		756
04-10, 12A3 2.986%, 1/25/35(2)		106		97
04-10, 21A1 3.174%, 1/25/35(2)		862		869
JPMorgan Chase (Bear Stearns) Commercial Mortgage Securities Trust
06-T24, AM 5.568%, 10/12/41(2)		565		565
07- PW17, A4 5.694%, 6/11/50(2)		747		767
07-PW18, A4 5.700%, 6/11/50		311		320
07-PW18, AM, 6.084%, 6/11/50(2)		965		998
JPMorgan Chase (Washington Mutual) Mortgage Pass-Through Certificates Trust
03-S8, A2 5.000%, 9/25/18		48		48
03-AR6, A1 2.901%, 6/25/33(2)		338		336
03-AR4, 2A1 2.591%, 8/25/33(2)		202		198
JPMorgan Chase Commercial Mortgage Securities Trust
10-CNTR, A2 144A 4.311%, 8/5/32(3)		110		118
15-SGP, B 144A 3.274%, 7/15/36(2)(3)		759		760
11-C4, A3 144A 4.106%, 7/15/46(3)		1,446		1,503
06-LDP9, A3 5.336%, 5/15/47		399		399
06-LDP9, AM 5.372%, 5/15/47		925		928
14- C22, A4 3.801%, 9/15/47		1,695		1,850
07-LDPX, AM 5.464%, 1/15/49(2)		889		872
07-CB19, A4 5.714%, 2/12/49(2)		2,238		2,270
07-LD12, A4 5.882%, 2/15/51(2)		2,069		2,114
JPMorgan Chase Mortgage Trust
14-2, 2A2 144A 3.500%, 6/25/29(2)(3)		170		175

	PAR VALUE		VALUE
Non-Agency—continued
06-A2, 4A1 3.183%, 8/25/34(2)	$	165	$	166
04-A4, 2A1 3.032%, 9/25/34(2)		133		134
05-A4, 3A1 2.799%, 7/25/35(2)		706		697
14-1, 2A2 144A 3.500%, 1/25/44(2)(3)		1,558		1,611
14-1, 1A1 144A 4.000%, 1/25/44(2)(3)		314		331
16-1, M2 144A 3.750%, 4/25/45(2)(3)		842		869
15-4, 1A4 144A 3.500%, 6/25/45(2)(3)		1,491		1,541
16-2, M2 144A 3.750%, 12/25/45(2)(3)		1,261		1,305
16-1, A3 144A 3.500%, 5/25/46(3)		2,407		2,486
11-C4, A4, 144A 4.388%, 7/15/46(3)		295		322
JPMorgan Chase Trust
15-1, AM1 144A 2.661%, 12/25/44(2)(3)		958		956
15-5, A2 144A 2.892%, 5/25/45(2)(3)		1,132		1,150
JPMorgan Mortgage Trust
14-OAK4, A16 144A 4.000%, 9/25/44(2)(3)		764		786
16-1, A3 144A 3.500%, 10/25/46(2)(3)		800		830
MASTR Alternative Loan Trust
04-10, 3A1 5.000%, 9/25/19		82		83
03-8, 2A1 5.750%, 11/25/33		129		133
04-4, 6A1 5.500%, 4/25/34		170		176
04-7, 9A1 6.000%, 8/25/34		133		138
05-2, 2A1 6.000%, 1/25/35		493		509
MASTR Asset Securitization Trust 05-1, 1A1 5.000%, 5/25/20		283		285
MASTR Specialized Loan Trust 05-3, A2 144A 5.704%, 11/25/35(2)(3)		416		419
Mill City Mortgage Trust
15-1, A3 144A 3.000%, 6/25/56(2)(3)		600		607
16-1, A1 144A 2.500%, 4/25/57(2)(3)		1,211		1,217
Morgan Stanley – Bank of America (Merrill Lynch) Trust 13-C13, AS 4.266%, 11/15/46		1,515		1,682
Morgan Stanley Capital Barclays Bank Trust 16-Mart, A 144A 2.200%, 9/13/31(3)		915		916
Morgan Stanley Capital I Trust
07-T27, A4 5.818%, 6/11/42(2)		1,446		1,476

See Notes to Financial Statements

50

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Non-Agency—continued
08-T29, A4 6.477%, 1/11/43(2)	$	190	$	199
08-T29, AM 6.477%, 1/11/43(2)		950		993
07-IQ14, A4 5.692%, 4/15/49(2)		760		768
07-IQ14, AM 5.865%, 4/15/49(2)		428		414
07- LQ16, A4 5.809%, 12/12/49		679		698
Morgan Stanley Residential Mortgage Loan Trust 14-1A, A1 144A 2.973%, 6/25/44(2)(3)		537		544
Motel 6 Trust
15-MTL6, B 144A 3.298%, 2/5/30(3)		365		365
15-MTL6, D 144A 4.532%, 2/5/30(3)		810		813
New Residential Mortgage Loan Trust
16-2A, A1 144A 3.750%, 11/25/35(2)(3)		397		412
14-1A, A 144A 3.750%, 1/25/54(2)(3)		1,265		1,314
14-2A, 3A 144A 3.750%, 5/25/54(2)(3)		251		261
14-3A, AFX3 144A 3.750%, 11/25/54(2)(3)		2,122		2,196
15-2A, A1 144A 3.750%, 8/25/55(2)(3)		1,713		1,785
16-1A, A1 144A 3.750%, 3/25/56(2)(3)		698		723
16-3A, A1 144A 3.750%, 9/25/56(2)(3)		1,450		1,513
Novastar Mortgage Funding Trust Series 04-4, M5 2.250%, 3/25/35(2)		1,560		1,523
Sequoia Mortgage Trust
14-3, A9 144A 3.750%, 10/25/44(2)(3)		771		800
14-4, A6 144A 3.500%, 11/25/44(2)(3)		738		760
Structured Adjustable Rate Mortgage Loan Trust
04-1, 6A 3.030%, 2/25/34(2)		762		742
04-4, 3A2 2.993%, 4/25/34(2)		524		520
04-4, 3A1 2.993%, 4/25/34(2)		170		167
04-5, 3A2 2.938%, 5/25/34(2)		368		372
04-14, 7A 2.938%, 10/25/34(2)		327		326
Structured Asset Securities Corp.
03-AL1, A 144A 3.357%, 4/25/31(3)		193		190
03-37A, 2A 2.816%, 12/25/33(2)		163		162

	PAR VALUE		VALUE
Non-Agency—continued
Structured Asset Securities Corp. Mortgage-Pass-Through Certificates
02-AL1, A2 3.450%, 2/25/32	$	157	$	156
02-AL1, A3 3.450%, 2/25/32		829		822
03-33H, 1A1 5.500%, 10/25/33		453		462
03-34A, 6A 3.125%, 11/25/33(2)		394		387
04-15, 3A3 5.500%, 9/25/34		168		169
Towd Point Mortgage Trust
15-3, A1B 144A 3.000%, 3/25/54(2)(3)		712		727
16-1, A1B, 144A 2.750%, 2/25/55(2)(3)		814		826
15-5, A1B 144A 2.750%, 5/25/55(2)(3)		1,161		1,173
15-5, A2 144A 3.500%, 5/25/55(2)(3)		175		177
16-2, A1 144A 3.000%, 8/25/55(2)(3)		399		407
16-4, A1 144A 2.250%, 7/25/56(2)(3)		920		924
Vericrest Opportunity Loan Transfer
16-NPL9, A1 144A 3.500%, 9/25/46(2)(3)		385		385
15-NPL2, A1 144A 3.375%, 2/25/55(2)(3)		263		263
15-NPL3, A1 144A 3.375%, 10/25/58(2)(3)		254		253
Vericrest Opportunity Loan Trust
16-NPL8, A1 144A 3.500%, 7/25/46(2)(3)		835		836
14-NPL9, A1 144A 3.375%, 11/25/54(2)(3)		136		136
15-NPL4, A1 144A 3.500%, 2/25/55(2)(3)		74		74
Wells Fargo (Wachovia Bank) Commercial Mortgage Trust
07-C30, A5 5.342%, 12/15/43		1,430		1,439
07-C30, AM 5.383%, 12/15/43		1,760		1,776
07-C31, A4 5.509%, 4/15/47		1,025		1,034
07-C32, A3 5.889%, 6/15/49(2)		815		828
07-C33, A5 6.158%, 2/15/51(2)		79		81
Wells Fargo Mortgage Backed Securities Trust
03-G, A1 2.895%, 6/25/33(2)		78		78
03-J, 2A1 2.958%, 10/25/33(2)		172		173
03-J, 5A1 2.972%, 10/25/33(2)		276		277
04-A, 2.869%, 2/25/34(2)		74		74

	PAR VALUE		VALUE
Non-Agency—continued
04-K, 1A2 3.109%, 7/25/34(2)	$	318	$	318
04-U, A1 3.034%, 10/25/34(2)		96		96
04-Z, 2A1 2.855%, 12/25/34(2)		235		239
05-14, 2A1 5.500%, 12/25/35		81		84
				113,685
TOTAL MORTGAGE-BACKED SECURITIES (Identified Cost $163,567)				164,885
ASSET-BACKED SECURITIES—23.7%
American Credit Acceptance Receivables Trust 16- 1A, B 144A 4.240%, 6/13/22(3)		835		866
AmeriCredit Automobile Receivables Trust
12-4, D 2.680%, 10/9/18		160		160
13-2, D 2.420%, 5/8/19		800		806
14-1, D 2.540%, 6/8/20		650		658
16-1, B 2.300%, 3/8/21		2,045		2,072
15-3, C 2.730%, 3/8/21		615		627
16-2, B 2.210%, 5/10/21		1,000		1,011
15-4, C 2.880%, 7/8/21		700		718
Associates Manufactured Housing Pass-Through Certificates 96-1, B1 8.000%, 3/15/27(2)		567		586
Avis Budget Rental Car Funding LLC
(AESOP) 12-3A, A 144A 2.100%, 3/20/19(3)		540		542
(AESOP) 13-1A, A 144A 1.920%, 9/20/19(3)		1,000		1,000
(AESOP) 13-2A, A 144A 2.970%, 2/20/20(3)		900		918
(AESOP) 16-1A, A 144A 2.990%, 6/20/22(3)		800		821
BXG Receivables Note Trust
12-A, A 144A 2.660%, 12/2/27(3)		57		57
13-A, A 144A 3.010%, 12/4/28(3)		177		178
15-A, A 144A 2.880%, 5/2/30(3)		405		401
California Republic Auto Receivables Trust
13-1, B 144A 2.240%, 1/15/19(3)		340		342
15-3, B 2.700%, 9/15/21		650		662
16-1, B 3.430%, 2/15/22		785		811

See Notes to Financial Statements

51

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—continued
Capital Auto Receivables Asset Trust
13-1, C 1.740%, 10/22/18	$	1,081	$	1,082
13-4, C 2.670%, 2/20/19		505		510
16-3, C 2.350%, 9/20/21		1,365		1,366
CarFinance Capital Auto Trust
13-1A, B 144A 2.750%, 11/15/18(3)		137		137
14-1A, A 144A 1.460%, 12/17/18(3)		79		79
13-2A, B 144A 3.150%, 8/15/19(3)		127		127
14-2A, B 144A 2.640%, 11/16/20(3)		425		428
CarMax Auto Owner Trust
14-4, B 2.200%, 9/15/20		700		710
15-2, C 2.390%, 3/15/21		1,495		1,517
15-4B 2.160%, 8/16/21		725		732
16-2, B 2.160%, 12/15/21		750		759
CarNow Auto Receivables Trust 14-1A, D 144A 4.160%, 11/15/18(3)		350		352
CCG Receivables Trust
14-1, B 144A 2.150%, 11/15/21(3)		400		401
15-1, A3 144A 1.920%, 1/17/23(3)		1,000		1,007
Centerpoint Energy Transition Bond Co.IV LLC 12-1, A1 0.901%, 4/15/18		114		114
Centre Point Funding LLC 12-2A, 1 144A 2.610%, 8/20/21(3)		1,322		1,312
Cheesecake Restaurant Holdings, Inc. 13-1A, A2 144A 4.474%, 3/20/43(3)		630		632
Chrysler Capital Auto Receivables Trust
14-BA D 144A 3.440%, 8/16/21(3)		750		769
15-BA D 144A 4.170%, 1/16/23(3)		965		987
Citigroup 15-PM3,A 144A 2.560%, 5/16/22(3)		382		383
Conseco Financial Corp. 97-3, A5 7.140%, 3/15/28		110		113
Diamond Resorts Owner Trust 14-1, A 144A 2.540%, 5/20/27(3)		906		907
DRB Prime Student Loan Trust 15-D, A3 144A 2.500%, 1/25/36(3)		537		539
Drive Auto Receivables Trust
15-DA, B 144A 2.590%, 12/16/19(3)		1,080		1,086

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—continued
16-AA, B 144A 3.170%, 5/15/20(3)	$	1,490	$	1,511
16-BA, B 144A 2.560%, 6/15/20(3)		1,785		1,801
15-AA, C 144A 3.060%, 5/17/21(3)		1,665		1,679
15-DA, C 144A 3.380%, 11/15/21(3)		1,505		1,533
DT Auto Owner Trust
14-1A, C 144A 2.640%, 10/15/19(3)		239		239
14-2A, C 144A 2.460%, 1/15/20(3)		161		162
16-1A, B 144A 2.790%, 5/15/20(3)		850		858
14-3A, C 144A 3.040%, 9/15/20(3)		1,350		1,362
15-3A, C 144A 3.250%, 7/15/21(3)		655		663
16-2A, C 144A 3.670%, 1/18/22(3)		820		838
16-3A C,144A 3.150%, 3/15/22(3)		865		872
16-4A C,144A 2.740%, 10/17/22(3)		1,200		1,200
Exeter Automobile Receivables Trust
12-2A, C 144A 3.060%, 7/16/18(3)		116		116
14-1A, B 144A 2.420%, 1/15/19(3)		350		350
13-1A, C 144A 3.520%, 2/15/19(3)		441		444
14-1A, C 144A 3.570%, 7/15/19(3)		150		151
14-2A, C 144A 3.260%, 12/16/19(3)		335		339
16-1A A, 144A 2.350%, 7/15/20(3)		1,072		1,075
15-A1, C 144A 4.100%, 12/15/20(3)		1,000		1,016
Fairway Outdoor Funding LLC 12-1A, A2 144A 4.212%, 10/15/42(3)		431		436
Fifth Third Auto Trust 13-A, B 1.210%, 4/15/19		385		385
First Investors Auto Owner Trust 16-2A, C 144A 2.530%, 7/15/22(3)		1,490		1,492
Flagship Credit Auto Trust
16-1, A 144A 2.770%, 12/15/20(3)		831		839
15-2, C 144A 4.080%, 12/15/21(3)		505		505
16-2, B 144A 3.840%, 9/15/22(3)		825		860
Foursight Capital Automobile Receivables Trust 16-1 A2, 144A 2.870%, 10/15/21(3)		1,220		1,229
Gold Key Resorts LLC 14-A, A 144A 3.220%, 3/17/31(3)		398		399

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—continued
Hertz Vehicle Financing LLC
11-1A, A2 144A 3.290%, 3/25/18(3)	$	1,300	$	1,306
15-2A, A 144A 2.020%, 9/25/19(3)		1,080		1,075
16 -1A, A144A 2.320%, 3/25/20(3)		750		754
Hilton Grand Vacations Trust
13-A, A 144A 2.280%, 1/25/26(3)		853		849
14-AA, A 144A 1.770%, 11/25/26(3)		247		246
Hyundai Auto Receivables Trust
14-B, D 2.510%, 12/15/20		400		402
15-A, D 2.730%, 6/15/21		550		555
15-C, B 2.150%, 11/15/21		1,500		1,519
LEAF Receivables Funding 10 LLC 15-1, D 144A 3.740%, 5/17/21(3)		585		582
Marriott Vacation Club Owner Trust 12-1A, A 144A 2.510%, 5/20/30(3)		330		332
MVW Owner Trust
15-1A, B 144A 2.960%, 12/20/32(3)		443		447
16-1A, A 144A 2.250%, 12/20/33(3)		1,123		1,121
National City Mortgage Capital Trust 08-1, 2A1 6.000%, 3/25/38		237		246
Navistar Financial Dealer Note Master Owner Trust II 16-1, B 144A 2.546%, 9/27/21(2)(3)		1,710		1,722
OneMain Financial Issuance Trust
14-1A, A 144A 2.430%, 6/18/24(3)		479		479
15-A, A 144A 3.190%, 3/18/26(3)		1,660		1,677
Orange Lake Timeshare Trust
12-AA, A 144A 3.450%, 3/10/27(3)		381		385
15-AA, A 144A 2.880%, 9/8/27(3)		391		394
Santander Drive Auto Receivables Trust
12-6, C 1.940%, 3/15/18		9		9
12-5, C 2.700%, 8/15/18		24		24
12-6, D 2.520%, 9/17/18		450		452
13-1, D 2.270%, 1/15/19		1,691		1,703
13-3, C 1.810%, 4/15/19		524		525
13-5, D 2.730%, 10/15/19		540		548

See Notes to Financial Statements

52

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—continued
14-4, D 3.100%, 11/16/20	$	1,095	$	1,123
16-2, B 2.080%, 2/16/21		1,000		1,007
16-1, C 3.090%, 4/15/22		1,300		1,334
Security National Automotive Acceptance Company Receivables Trust 14-1A, C 144A 2.210%, 1/15/20(3)		492		492
Sierra Timeshare Receivables Funding LLC
12-3A, A 144A 1.870%, 8/20/29(3)		373		371
13-1A, A 144A 1.590%, 11/20/29(3)		76		76
14-1A, A 144A 2.070%, 3/20/30(3)		122		122
14-2A, A 144A 2.050%, 6/20/31(3)		81		81
16-1A, A 144A 3.080%, 3/21/33(3)		658		669
16-2A, A 144A 2.330%, 7/20/33(3)		903		903
Silverleaf Finance LLC
XVII 13-A, A 144A 2.680%, 3/16/26(3)		70		69
XVIII 14-A, A 144A 2.810%, 1/15/27(3)		267		265
Silverleaf Finance XV LLC 12-D, A 144A 3.000%, 3/17/25(3)		23		23
SLM Private Education Loan Trust
14-A, 2A2 144A 2.590%, 1/15/26(3)		1,450		1,468
13-B, A2A 144A 1.850%, 6/17/30(3)		1,000		999
13-C, A2A 144A 2.940%, 10/15/31(3)		325		332
SoFi Professional Loan Program LLC
14-B, A2 144A 2.550%, 8/27/29(3)		725		736
15-A, A2 144A 2.420%, 3/25/30(3)		276		280
16-C, A2B 144A 2.360%, 12/27/32(3)		1,441		1,455
16-A, A2 144A 2.760%, 12/26/36(3)		565		579
Structured Asset Securities Corp. Mortgage Pass-Through Certificates 01-SB1, A2 3.375%, 8/25/31		156		154
SVO VOI Mortgage Corp. 12-AA, A 144A 2.000%, 9/20/29(3)		1,194		1,181
Taco Bell Funding LLC 16-1A, A21 144A 3.832%, 5/25/46(3)		995		1,009

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—continued
TCF Auto Receivables Owner Trust 14-1A, B 144A 2.330%, 5/15/20(3)	$	475	$	476
Tidewater Auto Receivables Trust 16-AA, B 144A 3.130%, 3/15/20(3)		785		797
Trip Rail Master Funding LLC 11-1A, A1A 144A 4.370%, 7/15/41(3)		249		255
U-Haul S Fleet LLC 10-BT1A, 1 144A 4.899%, 10/25/23(3)		1,010		1,022
United Auto Credit Securitization Trust
16-1, B 144A 2.730%, 5/15/18(3)		900		904
16-2, C 144A 2.480%, 3/10/20(3)		1,365		1,366
Verizon Owner Trust 16-1A, A 144A 1.420%, 1/20/21(3)		1,645		1,649
Volvo Financial Equipment LLC 14-1A, C 144A 1.940%, 11/15/21(3)		205		206
VSE VOI Mortgage LLC 16-A, A 144A 2.540%, 7/20/33(3)		1,585		1,590
Welk Resorts LLC
13-AA, A 144A 3.100%, 3/15/29(3)		141		142
15-AA, A 144A 2.790%, 6/16/31(3)		285		285
Westgate Resorts LLC 16-1A, A 144A 3.500%, 12/20/28(3)		598		599
Westlake Automobile Receivables Trust
14-1A, C 144A 1.700%, 11/15/19(3)		151		151
15-1A, B 144A 1.680%, 11/16/20(3)		723		724
16-2A C, 144A 2.830%, 5/17/21(3)		1,030		1,043
TOTAL ASSET-BACKED SECURITIES (Identified Cost $94,156)				94,928
CORPORATE BONDS AND NOTES—18.3%
Consumer Discretionary—1.7%
Alibaba Group Holding Ltd. 2.500%, 11/28/19		600		612
CCO Holdings LLC 144A 5.500%, 5/1/26(3)		520		546
Cequel Communications Holdings I LLC (Cequel Capital Corp.)
144A 5.125%, 12/15/21(3)		105		106
144A 5.125%, 12/15/21(3)		250		251
Delphi Automotive plc 3.150%, 11/19/20		540		559
Hanesbrands, Inc. 144A 4.625%, 5/15/24(3)		135		139

	PAR VALUE		VALUE
Consumer Discretionary—continued
Hyundai Capital America
RegS 1.450%, 2/6/17(4)	$	335	$	335
144A 1.450%, 2/6/17(3)		170		170
144A 2.125%, 10/2/17(3)		60		60
144A 2.450%, 6/15/21(3)		355		360
M/I Homes, Inc. 6.750%, 1/15/21		325		342
Marriott International, Inc. Series N, 3.125%, 10/15/21		290		303
Newell Brands, Inc.
3.850%, 4/1/23		75		80
4.200%, 4/1/26		100		109
QVC, Inc. 3.125%, 4/1/19		990		1,015
Time Warner Cable, Inc. 6.750%, 7/1/18		215		234
Toll Brothers Finance Corp.
5.625%, 1/15/24		25		27
4.875%, 11/15/25		745		765
TRI Pointe Group, Inc.
4.375%, 6/15/19		295		305
4.875%, 7/1/21		400		411
Wyndham Worldwide Corp. 2.500%, 3/1/18		40		40
				6,769
Consumer Staples—0.5%
Anheuser-Busch InBev Finance, Inc.
1.900%, 2/1/19		180		182
2.650%, 2/1/21		540		557
CVS Health Corp. 2.800%, 7/20/20		540		560
Kraft Heinz Foods Co. (The)
2.800%, 7/2/20		85		88
3.500%, 7/15/22		90		96
Whole Foods Market, Inc. 144A 5.200%, 12/3/25(3)		615		668
				2,151
Energy—0.8%
Anadarko Petroleum Corp. 4.850%, 3/15/21		170		183
Antero Resources Corp. 5.625%, 6/1/23		215		220
Cimarex Energy Co. 4.375%, 6/1/24		490		512
Concho Resources, Inc. 5.500%, 4/1/23		45		47
Enbridge Energy Partners LP 4.375%, 10/15/20		90		95
Energy Transfer Partners LP 5.200%, 2/1/22		130		141
Kinder Morgan, Inc. 144A 5.625%, 11/15/23(3)		85		94
MPLX LP 5.500%, 2/15/23		290		300
NGL Energy Partners LP 5.125%, 7/15/19		365		345

See Notes to Financial Statements

53

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Energy—continued
Occidental Petroleum Corp.
2.600%, 4/15/22	$	55	$	56
3.400%, 4/15/26		45		48
Regency Energy Partners LP 5.000%, 10/1/22		215		227
Sabine Pass Liquefaction LLC 6.250%, 3/15/22		340		372
Sinopec Capital Ltd. 144A 1.875%, 4/24/18(3)		250		250
Sunoco LP 144A 6.375%, 4/1/23(3)		400		413
				3,303
Financials—7.5%
Air Lease Corp. 2.625%, 9/4/18		550		555
Ally Financial, Inc. 5.750%, 11/20/25		330		346
Ares Capital Corp.
4.875%, 11/30/18		62		65
3.875%, 1/15/20		173		179
Aviation Capital Group Corp.
2.875%, 9/17/18		220		223
144A 2.875%, 9/17/18(3)		115		116
Bank of America Corp.
5.490%, 3/15/19		66		71
2.650%, 4/1/19		350		357
4.450%, 3/3/26		475		510
Bank of India 144A 3.250%, 4/18/18(3)		300		306
Bank of New York Mellon Corp. (The)
2.200%, 3/4/19		230		234
2.050%, 5/3/21		860		866
Barclays Bank plc 144A 6.050%, 12/4/17(3)		100		105
BBVA Banco Continental S.A. RegS 5.000%, 8/26/22(4)		520		571
Berkshire Hathaway Finance Corp. 1.300%, 8/15/19		1,955		1,958
Berkshire Hathaway, Inc. 2.750%, 3/15/23		90		94
Blackstone Holdings Finance Co. LLC 144A 6.625%, 8/15/19(3)		200		227
Citigroup, Inc. 4.600%, 3/9/26		630		673
Corp Andina de Fomento 2.000%, 5/10/19		455		459
Fifth Third Bancorp 4.500%, 6/1/18		150		156
First Horizon National Corp. 3.500%, 12/15/20		440		449
First Tennessee Bank N.A. 2.950%, 12/1/19		250		253
Ford Motor Credit Co., LLC 5.750%, 2/1/21		400		451
FS Investment Corp.
4.250%, 1/15/20		300		308
4.750%, 5/15/22		185		190

	PAR VALUE		VALUE
Financials—continued
General Motors Financial Co., Inc.
3.700%, 11/24/20	$	670	$	698
4.200%, 3/1/21		405		427
3.200%, 7/6/21		975		988
Goldman Sachs Group, Inc. (The)
2.350%, 11/15/21		350		349
4.250%, 10/21/25		320		337
Guanay Finance Ltd. 144A 6.000%, 12/15/20(3)		892		911
HSBC Holdings plc 2.950%, 5/25/21		860		872
Huntington Bancshares, Inc. 7.000%, 12/15/20		245		285
Hutchison Whampoa International Ltd. Series 12 144A 6.000%(2)(3)(5)(6)		280		286
ICAHN Enterprises LP 5.875%, 2/1/22		200		193
ICAHN Enterprises LP (ICAHN Enterprises Finance Corp.) 3.500%, 3/15/17		15		15
Industrial & Commercial Bank of China Ltd. 3.231%, 11/13/19		250		260
iStar Financial, Inc. 5.000%, 7/1/19		375		375
Jefferies Group LLC 5.125%, 4/13/18		150		157
JPMorgan Chase & Co.
6.125%, 6/27/17		200		207
2.250%, 1/23/20		540		547
2.295%, 8/15/21		300		301
JPMorgan Chase Bank N.A. 1.650%, 9/23/19		615		616
KeyCorp. 5.100%, 3/24/21		185		209
Korea Development Bank 3.875%, 5/4/17		250		254
Lazard Group LLC 4.250%, 11/14/20		350		375
Lincoln National Corp.
8.750%, 7/1/19		225		265
4.200%, 3/15/22		470		509
6.050%, 4/20/67(2)(5)		75		58
Macquarie Group Ltd. 144A 3.000%, 12/3/18(3)		75		77
Metropolitan Life Global Funding I 144A 2.500%, 12/3/20(3)		650		668
Mizuho Corporate Bank Ltd. 144A 1.850%, 3/21/18(3)		200		201
Mizuho Financial Group Inc 2.273%, 9/13/21		565		563
Morgan Stanley 4.350%, 9/8/26		1,660		1,773
MUFG Union Bank N.A. 2.625%, 9/26/18		300		306
New York Life Global Funding 144A 1.950%, 2/11/20(3)		70		71

	PAR VALUE		VALUE
Financials—continued
Nordea Bank AB 144A 1.625%, 9/30/19(3)	$	1,005	$	1,002
PNC Funding Corp. 5.625%, 2/1/17		10		10
Prudential Financial, Inc. 8.875%, 6/15/38(2)(5)		100		111
S&P Global, Inc. 3.300%, 8/14/20		519		545
Santander Holdings USA, Inc.
2.700%, 5/24/19		265		268
2.650%, 4/17/20		575		578
SBA Tower Trust
144A 2.933%, 12/15/17(3)		155		156
144A 3.156%, 10/15/20(3)		750		757
144A 2.877%, 7/15/21(3)		800		814
State Street Corp. 4.956%, 3/15/18(5)		525		548
TIAA Asset Management Finance Co. LLC 144A 2.950%, 11/1/19(3)		430		443
Toronto-Dominion Bank (The) 2.125%, 4/7/21		700		708
UBS Group Funding Jersey Ltd. 144A 2.650%, 2/1/22(3)		400		399
Voya Financial, Inc. 2.900%, 2/15/18		267		272
Willis North America, Inc. 6.200%, 3/28/17		40		41
XLIT Ltd. Series E, 2.300%, 12/15/18		135		137
Zions Bancorp 4.500%, 3/27/17		225		227
				29,891
Health Care—1.7%
AbbVie, Inc.
2.500%, 5/14/20		370		378
2.300%, 5/14/21		495		499
3.200%, 11/6/22		45		47
2.850%, 5/14/23		495		503
Actavis Capital S.a.r.l.
(Actavis Funding) 3.000%, 3/12/20		85		88
(Actavis Funding) 3.450%, 3/15/22		90		94
Aetna Inc. 2.400%, 6/15/21		1,010		1,023
Community Health Systems, Inc. 5.125%, 8/1/21		65		65
Forest Laboratories LLC 144A 4.375%, 2/1/19(3)		205		216
Fresenius U.S. Finance II, Inc. 144A 4.500%, 1/15/23(3)		95		100
HCA, Inc.
3.750%, 3/15/19		200		206
6.500%, 2/15/20		325		360
Mylan NV
144A 3.000%, 12/15/18(3)		195		199
144A 3.150%, 6/15/21(3)		230		234

See Notes to Financial Statements

54

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Health Care—continued
Owens & Minor, Inc. 3.875%, 9/15/21	$	65	$	67
Shire Acquisitions Investments Ireland Dac
1.900%, 9/23/19		200		200
2.400%, 9/23/21		235		236
Tenet Healthcare Corp.
4.350%, 6/15/20(2)		440		444
6.000%, 10/1/20		80		85
Teva Pharmaceutical Finance Netherlands III BV
2.200%, 7/21/21		140		140
2.800%, 7/21/23		140		140
Universal Health Services, Inc. 144A 4.750%, 8/1/22(3)		260		268
Valeant Pharmaceuticals International, Inc. 144A 5.375%, 3/15/20(3)		170		158
Zimmer Biomet Holdings, Inc. 3.150%, 4/1/22		825		854
Zoetis, Inc. 3.450%, 11/13/20		165		172
				6,776
Industrials—1.8%
America West Airlines Pass-Through-Trust 01-1, G 7.100%, 4/2/21		611		663
BAE Systems Holdings, Inc. 144A 2.850%, 12/15/20(3)		200		205
Bombardier, Inc. 144A 4.750%, 4/15/19(3)		215		210
British Airways Pass-Through-Trust 13-1, B 144A 5.625%, 6/20/20(3)		705		742
Continental Airlines Pass-Through-Trust
99-1, A 6.545%, 2/2/19		138		146
01-1, A1 6.703%, 6/15/21		445		478
Lockheed Martin Corp. 1.850%, 11/23/18		125		127
Masco Corp. 5.950%, 3/15/22		295		336
Penske Truck Leasing Co. LP RegS 2.500%, 6/15/19(4)		150		152
Penske Truck Leasing Co., LP 144A 3.375%, 2/1/22(3)		205		213
UAL Pass-Through-Trust 07-01, A 6.636%, 7/2/22		2,624		2,795
Virgin Australia Trust 13-1A 144A 5.000%, 10/23/23(3)		1,148		1,191
				7,258

	PAR VALUE		VALUE
Information Technology—0.9%
Apple, Inc.
2.250%, 2/23/21	$	400	$	410
2.850%, 2/23/23		175		184
Diamond 1 Finance Corp. (Diamond 2 Finance Corp.) 144A 5.450%, 6/15/23(3)		115		123
Dun & Bradstreet Corp. (The)
3.250%, 12/1/17		65		66
4.000%, 6/15/20		135		141
Electronic Arts, Inc. 3.700%, 3/1/21		120		128
First Data Corp. 144A 5.000%, 1/15/24(3)		785		800
Hewlett Packard Enterprise Co.
144A 2.850%, 10/5/18(3)		325		331
144A 3.600%, 10/15/20(3)		60		63
Microsoft Corp. 2.000%, 8/8/23		320		320
NXP BV (NXP Funding LLC) 144A 4.125%, 6/1/21(3)		425		455
Oracle Corp.
1.900%, 9/15/21		175		175
2.400%, 9/15/23		220		222
				3,418
Materials—0.4%
Airgas, Inc. 3.050%, 8/1/20		28		29
Ardagh Packaging Finance plc 144A 4.625%, 5/15/23(3)		360		362
CRH America, Inc. 8.125%, 7/15/18		100		111
Office Cherifien des Phosphates S.A. (OCP) 144A 5.625%, 4/25/24(3)		790		858
Packaging Corp. of America 3.900%, 6/15/22		185		196
				1,556
Real Estate—1.3%
American Campus Communities Operating Partnership LP 3.350%, 10/1/20		70		73
Brixmor Operating Partnership LP 3.875%, 8/15/22		140		147
Corporate Office Properties LP 3.700%, 6/15/21		220		228
Corrections Corp. of America 5.000%, 10/15/22		390		355
Developers Diversified Realty Corp.
7.875%, 9/1/20		570		684
3.400%, 10/1/20		325		339
3.950%, 7/1/22		195		207

	PAR VALUE		VALUE
Real Estate—continued
HCP, Inc. 3.750%, 2/1/19	$	225	$	233
Healthcare Trust of America Holdings LP 3.375%, 7/15/21		135		140
Kimco Realty Corp. 3.400%, 11/1/22		550		579
MPT Operating Partnership LP (MPT Finance Corp.) 6.375%, 2/15/22		45		47
Select Income REIT 4.150%, 2/1/22		580		583
Senior Housing Properties Trust 3.250%, 5/1/19		125		126
Ventas Realty LP (Ventas Capital Corp.)
4.000%, 4/30/19		505		530
2.700%, 4/1/20		152		156
West Europe Finance LLC 144A 3.250%, 10/5/20(3)		535		557
				4,984
Telecommunication Services—1.4%
Altice Financing S.A. 144A 6.625%, 2/15/23(3)		660		680
AT&T, Inc.
2.800%, 2/17/21		1,065		1,096
3.000%, 6/30/22		195		200
CenturyLink, Inc.
Series T 5.800%, 3/15/22		180		185
Series Y 7.500%, 4/1/24		470		503
Crown Castle Towers LLC 144A 4.883%, 8/15/20(3)		765		836
Sprint Corp. 7.250%, 9/15/21		235		237
Telefonica Emisiones SAU 3.192%, 4/27/18		195		200
Verizon Communications, Inc.
3.650%, 9/14/18		310		324
2.550%, 6/17/19		1,335		1,373
4.600%, 4/1/21		70		78
				5,712
Utilities—0.3%
Exelon Corp. 2.850%, 6/15/20		805		834
Korea Western Power Co., Ltd. 144A 3.125%, 5/10/17(3)		200		202
State Grid Overseas Investment Ltd. 144A 2.750%, 5/7/19(3)		330		339
				1,375
TOTAL CORPORATE BONDS AND NOTES (Identified Cost $71,655)				73,193

See Notes to Financial Statements

55

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
LOAN AGREEMENTS(2)—3.9%
Consumer Discretionary—1.2%
Altice U.S. Finance I Corp. 5.000%, 12/14/22	$	310	$	313
Aristocrat Leisure Ltd. Tranche B-1 3.500%, 10/20/21		550		553
Boyd Gaming Corp.
Tranche B, 5.500%, 8/14/20		58		59
Tranche B-2 3.524%, 9/15/23		221		223
Charter Communications Operating LLC (CCO Safari LLC)
Tranche F, 3.000%, 1/3/21		120		121
Tranche H, 3.250%, 8/24/21		83		83
Tranche I, 3.500%, 1/24/23		158		159
CSC Holdings, Inc. 5.000%, 10/9/22		281		282
Harbor Freight Tools USA, Inc. 4.000%, 8/18/23		755		760
Hilton Worldwide Finance LLC
Tranche B-1 3.500%, 10/26/20		67		67
Tranche B-2 3.120%, 10/25/23		685		690
Las Vegas Sands LLC Tranche B, 3.250%, 12/19/20		331		333
Libbey Glass, Inc. 3.750%, 4/9/21		145		146
MGM Growth Properties 4.000%, 4/25/23		284		286
PetSmart, Inc. Tranche B-1, 4.250%, 3/11/22		308		309
Six Flags Theme Parks, Inc. Tranche B, 3.863%, 6/30/22		122		123
Station Casinos LLC Tranche B, 3.750%, 6/8/23		297		300
				4,807
Consumer Staples—0.7%
Albertson’s LLC
Trance B-4, 4.500%, 8/25/21		201		203
Tranche B-5, 4.750%, 12/21/22		333		337
ARAMARK Corp.
Tranche E, 3.338%, 9/7/19		416		420
Tranche F, 3.338%, 2/24/21		855		861
Charger OpCo B.V. (Oak Tea, Inc.) Tranche B-1, 4.250%, 7/2/22		48		49

	PAR VALUE		VALUE
Consumer Staples—continued
Coty, Inc. Tranche B, 3.750%, 10/27/22	$	65	$	65
Dell International, Inc. Tranche B 4.000%, 9/7/23		600		604
Galleria Co. Tranche B, 3.750%, 1/26/23		130		131
Kronos First Lien, 4.500%, 10/30/19		292		293
Pinnacle Foods Finance LLC 3.275%, 1/13/23		52		52
				3,015
Energy—0.1%
MEG Energy Corp. 3.750%, 3/31/20		309		289
Paragon Offshore Finance Co. 5.250%, 7/16/21(8)		137		35
				324
Financials—0.0%
Delos Finance S.a.r.l. 3.588%, 3/6/21		95		96
Health Care—0.4%
Community Health Systems, Inc. (CHS) Tranche F, 4.083%, 12/31/18		291		290
DaVita HealthCare Partners, Inc. Tranche B, 3.500%, 6/24/21		99		99
Endo Luxembourg Finance Co. S.a.r.l. Tranche B, 3.750%, 9/26/22		131		131
Envision Healthcare Corp. 4.250%, 5/25/18		97		97
IMS Health, Inc. Tranche B, 3.500%, 3/17/21		72		73
Quintiles Transnational Corp. Tranche B, 3.250%, 5/12/22		43		44
RPI Finance Trust Tranche B-4, 3.588%, 11/9/20		539		542
Team Health, Inc. Tranche B, 3.838%, 11/23/22		193		194
Valeant Pharmaceuticals International, Inc. Series D-2, Tranche B, 5.000%, 2/13/19		137		137
				1,607
Industrials—0.4%
American Airlines, Inc. Tranche B, 3.502%, 4/28/23		660		662
AWAS Finance Luxembourg S.A. 3.500%, 7/16/18		97		98

	PAR VALUE		VALUE
Industrials—continued
McGraw-Hill Global Education Holdings LLC Tranche B, First Lien, 5.000%, 5/4/22	$	301	$	304
TransDigm, Inc.
Tranche D, 3.794%, 6/4/21		65		66
Tranche E, 3.750%, 5/14/22		79		79
Tranche F, 3.750%, 6/9/23		138		138
United Airlines, Inc. (f/k/a Continental Airlines, Inc.) Tranche B-1, 3.500%, 9/15/21		72		73
Waste Industries 3.500%, 2/27/20		186		187
				1,607
Information Technology—0.3%
Abacus Innovations Corp.(Leidos, Inc.) 3.274%, 8/16/23		259		261
NXP BV Tranche F 3.405%, 12/7/20		250		251
SS&C European Holdings S.a.r.l.
Tranche A-1, 3.274%, 7/8/20		18		18
Tranche A-2, 3.274%, 7/8/20		28		28
Tranche B-2, 4.000%, 7/8/22		13		13
Tranche B-1, 4.000%, 7/8/22		104		105
Western Digital Corp. Tranche B-1, 4.500%, 4/29/23		543		549
				1,225
Materials—0.1%
Huntsman International LLC Tranche 16-B, 4.250%, 4/1/23		177		178
INEOS U.S. Finance LLC Tranche 2022, 4.250%, 3/31/22		25		25
				203
Real Estate—0.0%
ESH Hospitality, Inc. 3.750%, 8/30/23		107		108
Telecommunication Services—0.2%
Level 3 Financing, Inc.
Tranche B, 2020 4.000%, 1/15/20		127		128
Tranche B-II, 3.500%, 5/31/22		93		94
T-Mobile USA, Inc. Senior Lien 3.500%, 11/9/22		254		256

See Notes to Financial Statements

56

VIRTUS LOW DURATION INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
Telecommunication Services—continued
UPC Financing Partnership 4.080%, 8/31/24	$	297		$	299
					777
Utilities—0.5%
Calpine Corp. 3.840%, 5/31/23		673			677
Energy Future Holdings Corp.
5.000%, 7/27/23(8)		234			236
Tranche C 5.000%, 7/27/23(8)		54			54
NRG Energy, Inc. 3.500%, 6/30/23		1,003			1,007
					1,974
TOTAL LOAN AGREEMENTS (Identified Cost $15,723)					15,743
	SHARES
PREFERRED STOCKS—0.4%
Financials—0.4%
Bank of New York Mellon Corp. (The) Series E, 4.950%(2)		390	(7)		398
Citigroup, Inc. Series N 6.250%(2)		660	(7)		712
JPMorgan Chase & Co. Series Z, 5.300%(2)		50	(7)		51
Wells Fargo & Co. Series K, 7.980%(2)		325	(7)		339
TOTAL PREFERRED STOCKS (Identified Cost $1,445)					1,500

	SHARES		VALUE
EXCHANGE-TRADED FUNDS—1.8%
iShares iBoxx $ Investment Grade Corporate Bond Fund(9)		59,529	$	7,333
TOTAL EXCHANGE-TRADED FUNDS (Identified Cost $7,163)				7,333
TOTAL LONG TERM INVESTMENTS—99.6%
(Identified Cost $394,703)				398,813
TOTAL INVESTMENTS—99.6% (Identified Cost $394,703)				398,813	(1)
Other assets and liabilities, net—0.4%				1,508
NET ASSETS—100.0%			$	400,321

Abbreviations:

FHLMC Federal Home Loan Mortgage Corporation (“Freddie Mac”).

FNMA Federal National Mortgage Association (“Fannie Mae”).

GNMA Government National Mortgage Association (“Ginnie Mae”)

REIT Real Estate Investment Trust

REMIC Real Estate Mortgage Investment Conduit

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $143,068 or 35.7% of net assets.

⁽⁴⁾  Regulation S security. Security is offered and sold outside of the United States, therefore, it is exempt from registration with the SEC under Rules 903 and 904 of the Securities Act of 1933.

⁽⁵⁾  Interest payments may be deferred.

⁽⁶⁾  No contractual maturity date.

⁽⁷⁾  Value shown as par value.

⁽⁸⁾  Security in default interest payments are being received during the bankruptcy proceedings.

⁽⁹⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Debt Securities:
Asset-Backed Securities	$	94,928	$	—	$	94,928
Corporate Bonds And Notes		73,193		—		73,193
Foreign Government Securities		445		—		445
Loan Agreements		15,743		—		15,743
Mortgage-Backed Securities		164,885		—		164,885
Municipal Bonds		201		—		201
U.S. Government Securities		40,585		—		40,585
Equity Securities:
Preferred Stocks		1,500		—		1,500
Exchange-Traded Funds		7,333		7,333		—
Total Investments	$	398,813	$	7,333	$	391,480

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held as of September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

57

VIRTUS LOW VOLATILITY EQUITY FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
EXCHANGE-TRADED FUND—98.9%
iShares S&P 100 Index Fund(2)(3)		38,450	$	3,688
TOTAL EXCHANGE-TRADED FUND (Identified Cost $3,066)				3,688
	CONTRACTS
PURCHASED OPTION—0.1%
Call Option—0.1%
CBOE Volatility Index expiration 10/19/16 strike price $21		98		4
TOTAL PURCHASED OPTION—0.1% (Premiums Paid $9)				4
TOTAL LONG TERM INVESTMENTS—99.0%
(Identified Cost $3,075)				3,692	(1)
TOTAL INVESTMENTS, BEFORE WRITTEN OPTION—99.0%
(Identified Cost $3,075)				3,692	(1)

	CONTRACTS		VALUE
WRITTEN OPTION—(0.1)%
Call Option—(0.1)%
S&P 500® Index expiration 10/21/16 strike price $2225		17	$	(2	)
TOTAL WRITTEN OPTION—(0.1)% (Premiums Received $4)				(2	)
TOTAL INVESTMENTS, NET OF WRITTEN OPTION—98.9%
(Identified Cost $3,071)				3,690	(1)
Other assets and liabilities, net—1.1%				40
NET ASSETS—100.0%			$	3,730

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  All or a portion of the security is segregated as collateral for written options.

⁽³⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016			Level 1 Quoted Prices
Equity Securities:
Exchange-traded Funds	$	3,688		$	3,688
Purchased Option		4			4
Total Investments before Written Option	$	3,692		$	3,692
Written Option	$	(2	)	$	(2	)
Total Investments Net of Written Option	$	3,690		$	3,690

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

58

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
MUNICIPAL BONDS—0.1%
Michigan—0.0%
Tobacco Settlement Finance Authority Taxable Series A, 7.309%, 6/1/34	$	145		$	143
Virginia—0.1%
Tobacco Settlement Financing Corp. Series A-1, Taxable 6.706%, 6/1/46		325			279
TOTAL MUNICIPAL BONDS (Identified Cost $460)					422
FOREIGN GOVERNMENT SECURITIES—11.0%
Argentine Republic
144A 7.500%, 4/22/26(3)		1,055			1,191
7.875%, 6/15/27		1,180			1,265
Series NY, 8.280%, 12/31/33		1,570			1,810
144A 7.125%, 7/6/36(3)		735			781
144A 7.625%, 4/22/46(3)		370			417
Bolivarian Republic of Venezuela RegS 7.000%, 12/1/18(4)		216			153
RegS 7.750%, 10/13/19(4)		202			125
7.650%, 4/21/25(4)		1,500			728
9.375%, 1/13/34		2,145			1,122
City of Buenos Aires 144A 7.500%, 6/1/27(3)		365			398
Federative Republic of Brazil 8.500%, 1/5/24		1,690	BRL		480
Treasury Note Series F, 10.000%, 1/1/25		1,880	BRL		549
10.250%, 1/10/28		250	BRL		78
5.625%, 1/7/41		670			668
Kingdom of Morocco 144A 5.500%, 12/11/42(3)		800			914
Mongolia 144A 5.125%, 12/5/22(3)		825			728
Provincia de Buenos Aires 144A 9.125%, 3/16/24(3)		730			819
Republic of Azerbaijan 4.750%, 3/13/23		930			919
Republic of Chile 5.500%, 8/5/20		474,000	CLP		767
Republic of Colombia 4.375%, 3/21/23		1,867,000	COP		582
9.850%, 6/28/27		1,685,000	COP		713
Republic of Costa Rica 144A 4.375%, 4/30/25(3)		795			775
144A 7.000%, 4/4/44(3)		200			214
Republic of Cote d’Ivoire 144A 6.375%, 3/3/28(3)		905			948
Republic of El Salvador 144A 6.375%, 1/18/27(3)		1,405			1,419
Republic of Indonesia Series FR56, 8.375%, 9/15/26		19,446,000	IDR		1,624

	PAR VALUE			VALUE
FOREIGN GOVERNMENT SECURITIES—continued
Republic of Iraq RegS 5.800%, 1/15/28(4)	$	610		$	499
Republic of Kazakhstan 144A 5.125%, 7/21/25(3)		245			276
Republic of South Africa Series R203, 8.250%, 9/15/17		3,690	ZAR		271
Series R208, 6.750%, 3/31/21		11,230	ZAR		779
Republic of Sri Lanka 144A 6.850%, 11/3/25(3)		800			861
Republic of Turkey 9.000%, 3/8/17		1,250	TRY		419
6.250%, 9/26/22		515			567
4.875%, 10/9/26		1,710			1,744
4.875%, 4/16/43		945			882
Russian Federation 144A 7.850%, 3/10/18(3)		60,000	RUB		944
State of Qatar 144A 3.250%, 6/2/26(3)		480			488
Sultanate of Oman 144A 4.750%, 6/15/26(3)		1,170			1,174
Ukraine 144A 7.750%, 9/1/26(3)		850			803
United Mexican States Series M, 6.500%, 6/9/22		38,590	MXN		2,055
4.750%, 3/8/44		1,014			1,055
TOTAL FOREIGN GOVERNMENT SECURITIES
(Identified Cost $34,759)					33,004
MORTGAGE-BACKED SECURITIES—14.9%
Agency—3.7%
FHLMC 3.500%, 4/1/46		1,323			1,395
FNMA
3.000%, 4/1/43		1,472			1,534
3.000%, 5/1/43		751			782
3.000%, 6/1/43		2,086			2,174
3.000%, 7/1/43		1,530			1,595
4.000%, 10/1/44		1,256			1,350
3.500%, 9/1/45		2,105			2,220
					11,050
Non-Agency—11.2%
American Homes 4 Rent
14-SFR2, C 144A 4.705%, 10/17/36(3)		915			1,008
15-SFR2, C 144A 4.691%, 10/17/45(3)		805			891
15-SFR1, A 144A 3.467%, 4/17/52(3)		682			726
Ameriquest Mortgage Securities, Inc. 03-AR3, M4 4.311%, 6/25/33(2)		1,135			1,094
Banc of America Funding Trust 05-1, 1A1 5.500%, 2/25/35		389			389
06-2, 3A1 6.000%, 3/25/36		209			215

	PAR VALUE		VALUE
Non-Agency—continued
Bank of America (Countrywide) Asset-Backed Certificates
05-1, AF5A 5.148%, 7/25/35(2)	$	988	$	980
05-12, 2A4 5.575%, 2/25/36(2)		540		537
Bank of America (Merrill Lynch – Countrywide) Alternative Loan Trust
04-22CB, 1A1 6.000%, 10/25/34		414		442
04-24CB, 1A1 6.000%, 11/25/34		94		95
Bank of America (Merrill Lynch) Mortgage Investors Trust 98-C1, C 6.750%, 11/15/26(2)		1,260		1,304
Citigroup Mortgage Loan Trust, Inc. 05-5, 2A3 5.000%, 8/25/35		246		246
15-A, A1 144A 3.500%, 6/25/58(2)(3)		715		729
Colony American Finance Ltd. 15-1 144A 2.896%, 10/15/47(3)		649		657
Commercial Mortgage Trust 07-GG11, AM 5.867%, 12/10/49(2)		600		619
Credit Suisse Commercial Mortgage-Backed Trust 07-C5, A1AM 5.870%, 9/15/40(2)		939		863
Credit Suisse Mortgage-Backed Trust 06-08, 3A1 6.000%, 10/25/21		423		404
Deutsche Bank-UBS Mortgage Trust 11-LC3A, D 144A 5.510%, 8/10/44(2)(3)		860		902
GAHR Commercial Mortgage Trust 15-NRF, CFX 144A 3.495%, 12/15/34(2)(3)		600		611
GSAA Home Equity Trust 05-12, AF3W 4.999%, 9/25/35(2)		296		299
GSR Mortgage Loan Trust 06-1F, 2A4 6.000%, 2/25/36		363		319
Home Equity Loan Trust
03-HS3, AI4 5.550%, 9/25/33(2)		178		181
07-HSA3, AI4 6.110%, 6/25/37(2)		1,481		1,490
Jefferies Resecuritization Trust 14-R1, 2A1 144A 4.000%, 12/27/37(3)		368		367
JPMorgan Chase Commercial Mortgage Securities Trust 07-LDPX, AM 5.464%, 1/15/49(2)		676		663

See Notes to Financial Statements

59

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Non-Agency—continued
JPMorgan Chase Mortgage Trust
14-1, 1A1 144A 4.000%, 1/25/44(2)(3)	$	644	$	680
16-1, M2 144A 3.750%, 4/25/45(2)(3)		608		628
16-2, M2 144A 3.750%, 12/25/45(2)(3)		984		1,018
MASTR Adjustable Rate Mortgages Trust 05-1, 3A1 3.326%, 2/25/35(2)		541		492
MASTR Alternative Loan Trust
04-6, 7A1 6.000%, 7/25/34		1,147		1,118
05-2, 2A1 6.000%, 1/25/35		458		474
MASTR Reperforming Loan Trust 05-1, 1A5 144A 8.000%, 8/25/34(3)		575		601
MASTR Specialized Loan Trust 05-3, A2 144A 5.704%, 11/25/35(2)(3)		328		331
Mill City Mortgage Loan Trust 16-1, M1 144A 3.150%, 4/25/57(2)(3)		525		527
Morgan Stanley – Bank of America (Merrill Lynch) Trust 15-C26,C 4.558%, 10/15/48(2)		840		877
Morgan Stanley Capital I Trust 07-IQ14, AM 5.865%, 4/15/49(2)		925		895
Motel 6 Trust 15-MTL6, D 144A 4.532%, 2/5/30(3)		1,080		1,083
Nomura Asset Acceptance Corp. 04-R3, A1 144A 6.500%, 2/25/35(3)		246		242
Resecuritization Pass-Through Trust 05-BR, A5 6.000%, 10/25/34		405		407
Residential Asset Securitization Trust 05-A1, A3 5.500%, 4/25/35		669		671
Sequoia Mortgage Trust
14-2, A1 144A 4.000%, 7/25/44(2)(3)		270		281
14-4, A6 144A 3.500%, 11/25/44(2)(3)		657		677
15-1, A1 144A 3.500%, 1/25/45(2)(3)		753		774
Towd Point Mortgage Trust
15-1, A2 144A 3.250%, 10/25/53(2)(3)		555		564
15-5, A2 144A 3.500%, 5/25/55(2)(3)		690		697
16-4, A1 144A 2.250%, 7/25/56(2)(3)		420		422
15-2, 1M1 144A 3.250%, 11/25/60(2)(3)		1,060		1,034

	PAR VALUE		VALUE
Non-Agency—continued
Vericrest Opportunity Loan Transfer
15-NP11, A1 144A 3.625%, 7/25/45(2)(3)	$	518	$	520
16-NPL9, A1 144A 3.500%, 9/25/46(2)(3)		300		300
15-NPL2, A1 144A 3.375%, 2/25/55(2)(3)		445		445
15-NPL3, A1 144A 3.375%, 10/25/58(2)(3)		436		435
Wells Fargo (Wachovia Bank) Commercial Mortgage Trust 15-LC20, B 3.719%, 4/15/50		875		924
Wells Fargo – Royal Bank of Scotland plc Commercial Mortgage Trust 11-C5, C 144A 5.866%, 11/15/44(2)(3)		645		714
				33,862
TOTAL MORTGAGE-BACKED SECURITIES
(Identified Cost $44,314)				44,912
ASSET-BACKED SECURITIES—4.1%
CarFinance Capital Auto Trust
14-1A, D 144A 4.900%, 4/15/20(3)		1,316		1,320
15-1A, C 144A 3.580%, 6/15/21(3)		2,160		2,176
Citi Held For Asset Issuance 15-PM3, B 144A 4.310%, 5/16/22(3)		740		741
DB Master Finance LLC 15-A1, A2II 144A 3.980%, 2/20/45(3)		377		386
Exeter Automobile Receivables Trust
15-A1, C 144A 4.100%, 12/15/20(3)		900		915
15-3A, D 144A 6.550%, 10/17/22(3)		840		862
Fairway Outdoor Funding LLC 12-1A, A2 144A 4.212%, 10/15/42(3)		529		534
Flagship Credit Auto Trust 14-1, E 144A 5.710%, 8/16/21(3)		665		676
Foursight Capital Automobile Receivables Trust 15-1, B 144A 4.120%, 9/15/22(3)		1,110		1,123
Greater Capital Association of Realtors 15-1A, C 9.790%, 10/15/25		545		556
IndyMac Manufactured Housing Contract 98-1, A3 6.370%, 9/25/28		208		213
Leaf Receivables Funding 9 LLC 10 LLC 15-1, E2 144A 6.000%, 6/15/23(3)		555		544
LEAF Receivables Funding 9 LLC 11 LLC 16-1, E2 144A 6.000%, 6/15/24(3)		290		270

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES—continued
SolarCity LMC Series III LLC 14-2, A 144A 4.020%, 7/20/44(3)	$	920	$	866
Trip Rail Master Funding LLC 11-1A, A1A 144A 4.370%, 7/15/41(3)		178		182
Wendy’s Funding LLC 15-1A, A2II 144A 4.080%, 6/15/45(3)		1,099		1,116
TOTAL ASSET-BACKED SECURITIES
(Identified Cost $12,404)				12,480
CORPORATE BONDS AND NOTES—53.4%
Consumer Discretionary—7.8%
Aramark Services, Inc. 144A 4.750%, 6/1/26(3)		405		408
Beazer Homes USA, Inc.
5.750%, 6/15/19		472		493
144A 8.750%, 3/15/22(3)		245		259
Boyd Gaming Corp. 6.875%, 5/15/23		415		452
Brookfield Residential Properties, Inc. 144A 6.125%, 7/1/22(3)		185		188
Caesars Entertainment Operating Co., Inc. 9.000%, 2/15/20(11)		535		554
Caesars Entertainment Resort Properties LLC 8.000%, 10/1/20		320		332
Caesars Growth Properties Holdings LLC 9.375%, 5/1/22		785		844
CCO Holdings LLC 144A 5.500%, 5/1/26(3)		275		289
Cequel Communications Holdings I LLC (Cequel Capital Corp.)
144A 5.125%, 12/15/21(3)		275		276
144A 5.125%, 12/15/21(3)		655		657
Clear Channel Worldwide Holdings, Inc.
Series A 7.625%, 3/15/20		320		309
Series B 7.625%, 3/15/20		930		926
Columbus Cable Barbados Ltd. Series B,144A 7.375%, 3/30/21(3)		200		213
Dana Financing Luxembourg S.a.r.l. 144A 6.500%, 6/1/26(3)		230		242
Diamond Resorts International, Inc. 144A 7.750%, 9/1/23(3)		60		60
DISH DBS Corp. 144A 7.750%, 7/1/26(3)		40		43
Hanesbrands, Inc.
144A 4.625%, 5/15/24(3)		120		124
144A 4.875%, 5/15/26(3)		250		257

See Notes to Financial Statements

60

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Consumer Discretionary—continued
IHO Verwaltungs GmbH PIK Interest Capitalization 144A 4.125%, 9/15/21(3)(10)	$	215	$	218
International Game Technology plc 144A 6.250%, 2/15/22(3)		340		364
Landry’s Holdings II, Inc. 144A 10.250%, 1/1/18(3)		425		435
Landry’s, Inc.
144A 9.375%, 5/1/20(3)		210		221
144A 6.750%, 10/15/24(3)		215		219
M/I Homes, Inc. 6.750%, 1/15/21		525		553
MDC Holdings, Inc. 5.500%, 1/15/24		860		903
Meritor, Inc. 6.750%, 6/15/21		300		305
MGM Growth Properties Operating Partnership LP (MGP Finance Co-Issuer, Inc.) 144A 5.625%, 5/1/24(3)		145		157
144A 4.500%, 9/1/26(3)		200		201
MGM Resorts International 6.000%, 3/15/23		490		533
Mohegan Tribal Gaming Authority 9.750%, 9/1/21		585		632
MPG Holdco I, Inc. 7.375%, 10/15/22		830		855
New York University 4.142%, 7/1/48		545		559
Newell Brands, Inc. 144A 5.000%, 11/15/23(3)		135		144
Party City Holdings, Inc. 144A 6.125%, 8/15/23(3)		125		134
PetSmart, Inc. 144A 7.125%, 3/15/23(3)		775		816
QVC, Inc. 5.125%, 7/2/22		240		254
RCN Telecom Services LLC (RCN Capital Corp.) 144A 8.500%, 8/15/20(3)		510		544
Scientific Games International, Inc.
6.625%, 5/15/21		540		413
144A 7.000%, 1/1/22(3)		590		627
SFR (Numericable) Group S.A.
144A 6.000%, 5/15/22(3)		580		594
144A 7.375%, 5/1/26(3)		290		297
Signet UK Finance plc 4.700%, 6/15/24		895		862
Sirius XM Radio, Inc. 144A 5.375%, 7/15/26(3)		755		778
Six Flags Entertainment Corp. 144A 4.875%, 7/31/24(3)		610		618
TI Group Automotive Systems LLC 144A 8.750%, 7/15/23(3)		490		535

	PAR VALUE		VALUE
Consumer Discretionary—continued
Toll Brothers Finance Corp.
5.625%, 1/15/24	$	175	$	188
4.875%, 11/15/25		1,100		1,130
TRI Pointe Group, Inc. 5.875%, 6/15/24		890		932
VTR Finance BV 144A 6.875%, 1/15/24(3)		600		622
Ziggo Secured Finance BV 144A 5.500%, 1/15/27(3)		890		890
				23,459
Consumer Staples—1.3%
Dole Food Co., Inc. 144A 7.250%, 5/1/19(3)		545		555
Pilgrim’s Pride Corp. 144A 5.750%, 3/15/25(3)		340		352
Post Holdings, Inc. 144A 5.000%, 8/15/26(3)		620		619
Rite Aid Corp. 144A 6.125%, 4/1/23(3)		250		270
Safeway, Inc. 7.250%, 2/1/31		510		509
Tops Holding LLC (Tops Markets II Corp.) 144A 8.000%, 6/15/22(3)		925		837
US Foods, Inc. 144A 5.875%, 6/15/24(3)		120		125
Whole Foods Market, Inc. 144A 5.200%, 12/3/25(3)		543		590
				3,857
Energy—12.6%
Afren plc 144A 11.500%, 2/1/16(3)(12)		464		2
Alberta Energy Co., Ltd. 8.125%, 9/15/30		330		390
Anadarko Petroleum Corp.
4.850%, 3/15/21		150		162
5.550%, 3/15/26		215		245
6.600%, 3/15/46		460		563
Antero Midstream Partners LP 144A 5.375%, 9/15/24(3)		220		223
Antero Resources Corp. 5.625%, 6/1/23		490		502
Archrock Partners LP 6.000%, 10/1/22		740		690
Blue Racer Midstream LLC 144A 6.125%, 11/15/22(3)		305		300
Callon Petroleum Co. 144A 6.125%, 10/1/24(3)		265		275
Carrizo Oil & Gas, Inc. 6.250%, 4/15/23		675		672
Cheniere Corpus Christi Holdings LLC 144A 7.000%, 6/30/24(3)		400		434
Cimarex Energy Co. 4.375%, 6/1/24		450		470

	PAR VALUE		VALUE
Energy—continued
Compagnie Generale de Geophysique-Veritas 6.500%, 6/1/21	$	725	$	357
Concho Resources, Inc. 5.500%, 4/1/23		295		306
CONSOL Energy, Inc. 5.875%, 4/15/22		325		301
Continental Resources, Inc.
5.000%, 9/15/22		510		510
4.500%, 4/15/23		305		294
Ecopetrol S.A.
5.875%, 9/18/23		615		663
5.375%, 6/26/26		910		947
Enbridge Energy Partners LP 4.375%, 10/15/20		170		179
Encana Corp. 3.900%, 11/15/21		320		321
Energy Transfer Equity LP 5.875%, 1/15/24		885		923
EnLink Midstream Partners LP 4.850%, 7/15/26		80		81
EnQuest plc 144A 7.000%, 4/15/22(3)		885		465
EP Energy LLC (Everest Acquisition Finance, Inc.) 9.375%, 5/1/20		420		300
FTS International, Inc. 6.250%, 5/1/22		450		174
Gazprom OAO (Gaz Capital S.A.)
144A 6.000%, 11/27/23(3)(7)		255		276
144A 4.950%, 2/6/28(3)(7)		750		756
Gulfport Energy, Corp. 7.750%, 11/1/20		445		464
Helmerich & Payne International Drilling Co. 4.650%, 3/15/25		540		570
Holly Energy Partners LP 144A 6.000%, 8/1/24(3)		65		68
KazMunayGas National Co. 144A 6.375%, 4/9/21(3)		450		498
Kinder Morgan, Inc. 7.750%, 1/15/32		890		1,078
Laredo Petroleum, Inc. 7.375%, 5/1/22		610		634
Linn Energy LLC
6.500%, 5/15/19(12)		512		133
6.500%, 9/15/21(12)		155		40
Lukoil International Finance BV 144A 4.563%, 4/24/23(3)		930		962
MPLX LP 4.875%, 12/1/24		1,390		1,438
Newfield Exploration Co. 5.625%, 7/1/24		785		805
NGL Energy Partners LP 5.125%, 7/15/19		925		874
Novatek OAO (Novatek Finance Ltd.) 144A 4.422%, 12/13/22(3)(7)		1,105		1,114

See Notes to Financial Statements

61

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
Energy—continued
Occidental Petroleum Corp.
3.400%, 4/15/26	$	30		$	32
4.400%, 4/15/46		430			476
Odebrecht Offshore Drilling Finance Ltd. 144A 6.750%, 10/1/22(3)		1,048			194
Pacific Exploration and Production Corp. 144A 5.375%, 1/26/19(3)(12)		610			116
Parker Drilling Co. 7.500%, 8/1/20		1,075			863
Parsley Energy LLC 144A 6.250%, 6/1/24(3)		1,020			1,058
Pertamina Persero PT
144A 4.300%, 5/20/23(3)		600			631
144A 6.000%, 5/3/42(3)		400			441
144A 5.625%, 5/20/43(3)		320			337
Petrobras Global Finance BV
5.375%, 1/27/21		830			822
8.375%, 5/23/21		170			187
8.750%, 5/23/26		725			803
Petroleos de Venezuela S.A
RegS 8.500%, 11/2/17(4)		323			280
144A 6.000%, 5/16/24(3)		1,580			677
Petroleos Mexicanos
144A 6.875%, 8/4/26(3)		790			891
6.500%, 6/2/41		465			452
5.500%, 6/27/44		650			563
PHI, Inc. 5.250%, 3/15/19		360			348
QEP Resources, Inc.
6.875%, 3/1/21		445			467
5.250%, 5/1/23		350			346
Range Resources Corp. 144A 5.000%, 3/15/23(3)		835			820
Regency Energy Partners LP 5.000%, 10/1/22		1,010			1,066
Sabine Oil & Gas Corp. 7.250%, 6/15/19(12)(13)		935			17
Sabine Pass Liquefaction LLC 5.625%, 2/1/21		915			973
SM Energy Co. 6.125%, 11/15/22		320			322
Southern Gas Corridor CJSC 144A 6.875%, 3/24/26(3)		400			449
Sunoco LP 144A 6.375%, 4/1/23(3)		1,790			1,848
TransCanada Trust 5.625%, 5/20/75(2)(6)		940			952
Transocean, Inc.
6.800%, 12/15/16		300			302
144A 9.000%, 7/15/23(3)		215			210
6.800%, 3/15/38		250			166
YPF S.A. 144A 8.500%, 3/23/21(3)		490			548
					38,116
Financials—11.5%
Akbank TAS 144A 7.500%, 2/5/18(3)		2,440	TRY		775
Allstate Corp. (The) 5.750%, 8/15/53(2)(6)		845			907

	PAR VALUE			VALUE
Financials—continued
Ally Financial, Inc.
4.250%, 4/15/21	$	285		$	290
5.750%, 11/20/25		575			604
Ares Capital Corp. 3.625%, 1/19/22		465			468
Australia & New Zealand Banking Group Ltd. 144A 4.400%, 5/19/26(3)		725			770
Banco Bilbao Vizcaya Argentaria Bancomer S.A. 144A 6.500%, 3/10/21(3)		425			464
Banco de Credito del Peru 144A 6.125%, 4/24/27(2)(3)		1,095			1,220
Banco Internacional del Peru SAA Interbank 144A 6.625%, 3/19/29(2)(3)		395			437
Banco Nacional de Comercio Exterior SVC 144A 4.375%, 10/14/25(3)		550			569
Bancolombia S.A. 5.125%, 9/11/22		1,015			1,056
Bank of America Corp. 4.450%, 3/3/26		1,055			1,133
Bank of China Ltd. 144A 5.000%, 11/13/24(3)		875			947
Barclays plc 3.200%, 8/10/21		550			553
Bonos del Banco Central de Chile En Pesos 4.500%, 6/1/20		185,000	CLP		293
Capital One Financial Corp. 3.750%, 7/28/26		775			779
Citigroup, Inc. 4.600%, 3/9/26		580			620
Citizens Financial Group, Inc. 5.500%, 12/29/49(2)		920			902
Compass Bank 3.875%, 4/10/25		900			881
Development Bank of Kazakhstan OJSC 144A 4.125%, 12/10/22(3)		1,090			1,069
Discover Financial Services 3.950%, 11/6/24		1,250			1,280
Drawbridge Special Opportunities Fund LP 144A 5.000%, 8/1/21(3)		915			879
Eurasian Development Bank 144A 4.767%, 9/20/22(3)		925			971
FS Investment Corp. 4.750%, 5/15/22		200			205
General Motors Financial Co., Inc. 3.700%, 5/9/23		740			754
Genworth Holdings, Inc. 4.900%, 8/15/23		585			490
GrupoSura Finance S.A. 144A 5.500%, 4/29/26(3)		725			770
ICAHN Enterprises LP
6.000%, 8/1/20		370			373
5.875%, 2/1/22		510			492

	PAR VALUE			VALUE
Financials—continued
ICICI Bank Ltd. 144A 4.000%, 3/18/26(3)	$	230		$	239
ING Groep NV 6.000%(2)(5)(6)		865			843
iStar Financial, Inc. 5.000%, 7/1/19		940			941
Kazakhstan Temir Zholy Finance BV 144A 6.950%, 7/10/42(3)		795			868
Leucadia National Corp. 5.500%, 10/18/23		575			604
Lincoln National Corp. 6.050%, 4/20/67(2)(6)		300			231
Morgan Stanley
144A 10.090%, 5/3/17(3)		2,400	BRL		726
4.350%, 9/8/26		415			443
Navient Corp. 7.250%, 9/25/23		190			190
OM Asset Management plc 4.800%, 7/27/26		785			787
PKO Finance AB 144A 4.630%, 9/26/22(3)(7)		1,315			1,420
Prudential Financial, Inc. 5.875%, 9/15/42(2)		1,430			1,578
Santander Bank NA 8.750%, 5/30/18		400			438
Sberbank of Russia Via SB Capital S.A. 144A 5.500%, 2/26/24(2)(3)(7)		450			454
Springleaf Finance Corp. 5.250%, 12/15/19		500			512
Teachers Insurance & Annuity Association of America 144A 4.375%, 9/15/54(2)(3)		740			749
Toronto-Dominion Bank (The) 3.625%, 9/15/31(2)		295			296
Trinity Acquisition plc 4.400%, 3/15/26		715			749
Turkiye Garanti Bankasi AS 144A 5.250%, 9/13/22(3)		500			505
Voya Financial, Inc. 5.650%, 5/15/53(2)		870			871
Woodside Finance Ltd. 144A 3.700%, 9/15/26(3)		135			136
					34,531
Health Care—3.0%
Capsugel S.A. PIK Interest Capitalization, 144A 7.000%, 5/15/19(3)(10)		155			155
Community Health Systems, Inc. 6.875%, 2/1/22		525			454
Concordia Healthcare Corp. 144A 7.000%, 4/15/23(3)		175			113
Double Eagle Acquisition Sub, Inc. 144A 7.500%, 10/1/24(3)		300			306

See Notes to Financial Statements

62

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Health Care—continued
Endo Finance LLC 144A 5.375%, 1/15/23(3)	$	660	$	587
HCA, Inc.
5.375%, 2/1/25		435		450
4.500%, 2/15/27		600		602
IASIS Healthcare LLC 8.375%, 5/15/19		545		496
MEDNAX, Inc. 144A 5.250%, 12/1/23(3)		395		415
MPH Acquisition Holdings LLC 144A 7.125%, 6/1/24(3)		45		49
Ortho-Clinical Diagnostics, Inc. (Ortho-Clinical Diagnostics S.A.) 144A 6.625%, 5/15/22(3)		710		628
Quintiles Transnational Corp. 144A 4.875%, 5/15/23(3)		435		449
Quorum Health Corp. 144A 11.625%, 4/15/23(3)		300		251
Surgery Center Holdings, Inc. 144A 8.875%, 4/15/21(3)		570		610
Surgical Care Affiliates, Inc. 144A 6.000%, 4/1/23(3)		912		962
Team Health, Inc. 144A 7.250%, 12/15/23(3)		40		43
Teleflex, Inc. 4.875%, 6/1/26		370		384
Tenet Healthcare Corp.
4.750%, 6/1/20		275		281
6.000%, 10/1/20		180		191
8.125%, 4/1/22		385		387
Universal Health Services, Inc.
144A 4.750%, 8/1/22(3)		145		150
144A 5.000%, 6/1/26(3)		320		334
Valeant Pharmaceuticals International, Inc.
144A 6.375%, 10/15/20(3)		320		302
144A 7.500%, 7/15/21(3)		130		126
144A 5.625%, 12/1/21(3)		140		126
144A 5.875%, 5/15/23(3)		380		330
				9,181
Industrials—4.9%
Air Canada
144A 6.750%, 10/1/19(3)		1,050		1,085
Pass-Through-Trust 13-1, B 144A 5.375%, 5/15/21(3)		1,246		1,283
AMN Healthcare, Inc. 144A 5.125%, 10/1/24(3)		135		137
Bombardier, Inc.
4.750%, 4/15/19		110		108
144A 6.125%, 1/15/23(3)		740		660
Builders FirstSource, Inc. 144A 10.750%, 8/15/23(3)		480		553
Carpenter Technology Corp. 5.200%, 7/15/21		600		625

	PAR VALUE		VALUE
Industrials—continued
Cemex Finance LLC 144A 6.000%, 4/1/24(3)	$	740	$	760
Continental Airlines Pass-Through-Trust 01-1, A1 6.703%, 6/15/21		83		89
DP World Ltd. 144A 6.850%, 7/2/37(3)		400		463
GATX Corp. 3.250%, 9/15/26		125		125
Harland Clarke Holdings Corp. 144A 6.875%, 3/1/20(3)		910		874
Hawaiian Airlines Pass-Through Certificates 13-1B, 4.950%, 1/15/22		749		750
JBS Investments GmbH 144A 7.250%, 4/3/24(3)		865		884
Masco Corp.
5.950%, 3/15/22		640		730
4.450%, 4/1/25		320		340
Owens Corning 3.400%, 8/15/26		900		905
Pelabuhan Indonesia II PT 144A 4.250%, 5/5/25(3)		925		944
Prime Security Services Borrower LLC (Prime Finance, Inc.) 144A 9.250%, 5/15/23(3)		490		535
SCF Capital Ltd. 144A 5.375%, 6/16/23(3)		470		492
Standard Industries, Inc. 144A 5.500%, 2/15/23(3)		225		235
TransDigm, Inc.
6.000%, 7/15/22		630		668
6.500%, 5/15/25		270		283
United Airlines Pass-Through Trust 14-1, B 4.750%, 4/11/22		431		440
Wheels Up Finance I LLC
16-01, A 0.500%, 6/1/24(2)(3)(13)(17)		156		154
16-01, A 7.500%, 6/30/24(13)		729		721
				14,843
Information Technology—0.9%
Blackboard, Inc. 144A 7.750%, 11/15/19(3)		485		485
Diamond 1 Finance Corp. (Diamond 2 Finance Corp.)
144A 5.450%, 6/15/23(3)		150		161
144A 7.125%, 6/15/24(3)		160		176
144A 6.020%, 6/15/26(3)		145		159
144A 8.100%, 7/15/36(3)		140		165
144A 8.350%, 7/15/46(3)		155		186
Hewlett Packard Enterprise Co. 144A 4.900%, 10/15/25(3)		425		454
Infor US, Inc. 6.500%, 5/15/22		420		427

	PAR VALUE		VALUE
Information Technology—continued
NXP BV (NXP Funding LLC) 144A 4.625%, 6/1/23(3)	$	355	$	389
WESCO Distribution, Inc. 144A 5.375%, 6/15/24(3)		255		256
				2,858
Materials—5.3%
AK Steel Corp. 7.500%, 7/15/23		385		411
Alpek SA de C.V. 144A 5.375%, 8/8/23(3)		1,460		1,562
ArcelorMittal 6.125%, 6/1/25		945		1,035
Axalta Coating Systems, LLC 144A 4.875%, 8/15/24(3)		150		154
Berry Plastics Corp. 5.125%, 7/15/23		870		889
BHP Billiton Finance USA Ltd. 144A 6.750%, 10/19/75(2)(3)(6)		525		595
BlueScope Steel Finance Ltd. 144A 6.500%, 5/15/21(3)		500		530
Boise Cascade Co. 144A 5.625%, 9/1/24(3)		600		612
Cascades, Inc. 144A 5.500%, 7/15/22(3)		1,100		1,123
Eldorado Gold Corp. 144A 6.125%, 12/15/20(3)		455		460
Fibria Overseas Finance Ltd. 5.250%, 5/12/24		440		459
Fortescue Metals Group (FMG) Resources August 2006 Pty Ltd. 144A 9.750%, 3/1/22(3)		375		437
Freeport-McMoRan Copper & Gold, Inc.
3.550%, 3/1/22		255		233
3.875%, 3/15/23		385		350
Gerdau Holdings, Inc. 144A 7.000%, 1/20/20(3)		635		684
Gerdau Trade, Inc. 144A 5.750%, 1/30/21(3)		150		156
Graphic Packaging International, Inc. 4.125%, 8/15/24		790		797
INEOS Group Holdings S.A. 144A 5.625%, 8/1/24(3)		910		895
Novelis Corp.
144A 6.250%, 8/15/24(3)		60		64
144A 5.875%, 9/30/26(3)		700		718
Office Cherifien des Phosphates S.A. (OCP) 144A 5.625%, 4/25/24(3)		690		749
Reynolds Group Issuer, Inc.
144A 5.125%, 7/15/23(3)		150		155
144A 7.000%, 7/15/24(3)		25		27

See Notes to Financial Statements

63

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
Materials—continued
Severstal OAO Via Steel Capital SA 144A 5.900%, 10/17/22(3)(7)	$	275		$	301
Standard Industries, Inc. 144A 6.000%, 10/15/25(3)		450			482
Teck Resources Ltd.
144A 8.000%, 6/1/21(3)		70			77
144A 8.500%, 6/1/24(3)		180			207
United States Steel Corp. 7.375%, 4/1/20		76			76
Vale Overseas Ltd. 5.875%, 6/10/21		535			561
Valvoline, Inc. 144A 5.500%, 7/15/24(3)		90			95
Vedanta Resources plc 144A 6.000%, 1/31/19(3)		995			993
					15,887
Real Estate—1.3%
Corporate Office Properties LP 3.600%, 5/15/23		950			950
ESH Hospitality, Inc. 144A 5.250%, 5/1/25(3)		605			607
Healthcare Realty Trust, Inc. 3.875%, 5/1/25		395			408
MPT Operating Partnership LP
5.500%, 5/1/24		455			478
5.250%, 8/1/26		40			42
Select Income REIT 4.500%, 2/1/25		900			910
WP Carey, Inc. 4.250%, 10/1/26		380			385
					3,780
Telecommunication Services—3.2%
Altice Financing S.A. 144A 6.625%, 2/15/23(3)		1,010			1,040
America Movil SAB de C.V. Series 12 6.450%, 12/5/22		5,000	MXN		251
AT&T, Inc.
4.800%, 6/15/44		580			610
5.650%, 2/15/47		300			355
CenturyLink, Inc.
Series T 5.800%, 3/15/22		355			365
Series Y 7.500%, 4/1/24		210			225
CSC Holdings LLC 144A 5.500%, 4/15/27(3)		420			431
Digicel Group Ltd. 144A 8.250%, 9/30/20(3)		665			581
Empresa Nacional de Telecomunicaciones S.A. 144A 4.875%, 10/30/24(3)		430			443
Frontier Communications Corp.
6.250%, 9/15/21		370			358
10.500%, 9/15/22		210			223

	PAR VALUE		VALUE
Telecommunication Services—continued
GTH Finance BV 144A 7.250%, 4/26/23(3)	$	700	$	761
Neptune Finance Corp.
144A 10.125%, 1/15/23(3)		340		393
144A 6.625%, 10/15/25(3)		650		707
Qwest Corp. 7.250%, 9/15/25		400		438
Sprint Communications, Inc. 6.000%, 11/15/22		1,320		1,242
T-Mobile USA, Inc. 6.500%, 1/15/26		400		445
Windstream Corp. 7.750%, 10/15/20		780		800
				9,668
Utilities—1.6%
Lamar Funding Ltd. 144A 3.958%, 5/7/25(3)		910		862
Majapahit Holding BV 144A 7.750%, 1/20/20(3)		795		916
NRG Yield Operating LLC 5.375%, 8/15/24		345		356
Southern Power Co. 4.150%, 12/1/25		1,030		1,110
Talen Energy Supply LLC 144A 4.625%, 7/15/19(3)		625		590
TerraForm Power Operating LLC 144A 9.375%, 2/1/23(2)(3)		860		890
Texas Competitive Electric Holdings Co. LLC Series A 10.250%, 11/1/15(12)		200		14
				4,738
TOTAL CORPORATE BONDS AND NOTES
(Identified Cost $162,851)				160,918
LOAN AGREEMENTS(2)—9.9%
Consumer Discretionary—2.1%
Advantage Sales & Marketing, Inc. Second Lien, 7.500%, 7/25/22		370		353
Affinity Gaming LLC 5.000%, 7/1/23		540		542
Caesars Entertainment Operating Co., Inc. Tranche B-6, 9.750%, 3/1/17(11)		512		562
Caesars Entertainment Resort Properties LLC 7.000%, 10/11/20		755		755
Caesars Growth Properties Holdings LLC Tranche B, First Lien, 6.250%, 5/8/21		349		345
CDS U.S. Intermediate Holdings, Inc. First Lien, 5.000%, 7/8/22		251		252
Cengage Learning, Inc. 5.250%, 6/7/23		243		244

	PAR VALUE		VALUE
Consumer Discretionary—continued
Floor & Decor Outlets of America, Inc. 0.000%, 9/29/23(8)	$	497	$	498
Graton Resort & Casino Tranche B, 4.750%, 9/1/22		240		242
Harbor Freight Tools USA, Inc. 4.000%, 8/18/23		338		340
Laureare Education, Inc. 2021 Extended, 8.157%, 3/17/21		459		457
Leslie’s Poolmart, Inc. Tranche B 5.250%, 8/16/23		305		307
Mohegan Tribal Gaming Authority 0.000%, 9/30/23(8)		450		446
Transtar Holding Co. Second Lien, 12.000%, 10/9/19(12)(13)		380		52
U.S. Farathane LLC Tranche B-2, 5.750%, 12/23/21		492		494
UFC Holdings LLC First Lien 5.000%, 8/18/23		361		365
				6,254
Consumer Staples—1.3%
Albertson’s LLC Trance B-4, 4.500%, 8/25/21		664		670
Amplify Snack Brands, Inc. 6.500%, 9/2/23		770		766
ASP MSG Acquisitions, Co., Inc. 6.000%, 8/16/23		560		563
Chobani LLC 0.000%, 9/29/23(8)		142		141
Coty, Inc. Tranche B, 3.750%, 10/27/22		118		119
Galleria Co. Tranche B, 3.750%, 1/26/23		237		238
Hostess Brands LLC Tranche B, Second Lien, 8.500%, 8/3/23		890		898
Kronos Second Lien, 9.750%, 4/30/20		457		466
				3,861
Energy—0.6%
California Resources Corp. 11.375%, 12/31/21		420		442
Chesapeake Energy Corp. 8.500%, 8/23/21		122		129
EP Energy LLC 0.000%, 6/30/21(8)		610		600
Jonah Energy LLC Second Lien, 7.500%, 5/12/21		520		465
Seadrill Operating LP 4.000%, 2/21/21		497		250
				1,886

See Notes to Financial Statements

64

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Financials—0.2%
Walter Investment Management Corp. Tranche B, 4.750%, 12/18/20	$	665	$	611
Health Care—1.5%
21st Century Oncology Holdings, Inc. Tranche B, 7.125%, 4/30/22		225		213
American Renal Holdings, Inc. Tranche B, First Lien, 4.750%, 8/20/19		269		269
Ardent Legacy Acquisitions, Inc. 6.500%, 8/4/21		454		452
CHG Healthcare Services, Inc. First Lien, 4.750%, 6/7/23		442		447
Concordia Pharmaceuticals, Inc. 5.250%, 10/21/21		286		256
InVentiv Health, Inc.
Tranche B-4, 7.750%, 5/15/18		583		585
Tranche B 0.000%, 9/29/23(8)		224		225
MMM Holdings, Inc. 9.750%, 12/12/17(13)(14)		245		238
MPH Acquisition Holdings LLC 5.000%, 6/7/23		208		211
MSO of Puerto Rico, Inc. 9.750%, 12/12/17(13)(14)		178		173
NVA Holdings, Inc. Second Lien, 8.000%, 8/14/22		509		509
Quorum Health Corp. 6.750%, 4/29/22		248		241
Surgery Center Holdings, Inc. First Lien, 4.750%, 11/3/20		640		641
				4,460
Industrials—1.1%
Aspen Merger Sub (Coinstar), Inc. 0.000%, 9/26/23(8)		279		282
Brickman Group Ltd. LLC (The) Second Lien, 7.500%, 12/17/21		344		343
Filtration Group Corp. Second Lien, 8.250%, 11/22/21		194		194
Husky Injection Molding Systems Ltd. 4.250%, 6/30/21		527		527
McGraw-Hill Global Education Holdings LLC Tranche B, First Lien, 5.000%, 5/4/22		442		445
Navistar, Inc. Tranche B 6.500%, 8/7/20		450		452

	PAR VALUE		VALUE
Industrials—continued
Sedgwick Claims Management Services, Inc. Second Lien, 6.750%, 2/28/22	$	1,105	$	1,096
				3,339
Information Technology—1.5%
Applied Systems, Inc. Second Lien, 7.500%, 1/24/22		284		287
Blackboard, Inc. Tranche B-4 0.000%, 6/30/21(8)		450		447
Donnelley Financial Solutions 0.000%, 9/26/23(8)		196		197
First Data Corp.
Tranche 2021 4.525%, 3/24/21		1,008		1,017
Tranche 2022 4.275%, 7/8/22		932		938
Infinity Acquisition Ltd. 4.250%, 8/6/21		351		336
Mitchell International, Inc. Second Lien, 8.500%, 10/11/21		382		375
On Semiconductor 5.750%, 3/31/23		230		231
Presidio, Inc. Refinancing, 5.250%, 2/2/22		669		670
Press Ganey Holdings, Inc. 0.000%, 9/29/23(8)		64		64
Western Digital Corp. Tranche B-1, 4.500%, 4/29/23		54		55
				4,617
Materials—1.0%
Anchor Glass Container Corp. Tranche B, 4.750%, 7/1/22		576		580
CPI Acquisition, Inc. First Lien, 5.500%, 8/17/22		674		660
Fortescue Metals Group (FMG) Resources Property Ltd. 3.750%, 6/30/19		365		365
INEOS U.S. Finance LLC Tranche 2022, 4.250%, 3/31/22		56		57
Macdermid, Inc. (Platform Speciality Products Corp.) Tranche B-3, 5.500%, 6/7/20		731		736
Omnova Solutions, Inc. Tranche B-2, 5.250%, 8/25/23		593		592
PQ Corp. Tranche B-1, 5.750%, 11/4/22		123		124
				3,114

	PAR VALUE			VALUE
Real Estate—0.2%
Capital Automotive LP Second Lien, 6.000%, 4/30/20	$	450		$	454
Utilities—0.4%
Atlantic Power LP 6.000%, 4/13/23		678			687
Energy Future Holdings Corp.
5.000%, 10/31/17(14)		324			328
Tranche C 5.000%, 10/31/17(14)		73			74
Texas Competitive Electric Holdings Co. LLC
2017 Extended, 4.998%, 10/10/17(14)		375			109
					1,198
TOTAL LOAN AGREEMENTS (Identified Cost $30,331)					29,794
	SHARES
PREFERRED STOCKS—3.1%
Energy—0.3%
PTT Exploration & Production PCL 144A, 4.875%(2)(3)		905	(9)		923
Financials—2.3%
Banco Bilbao Vizcaya Argentaria S.A. International S.A. Unipersonal 5.919%(2)		265	(9)		264
Citigroup, Inc.
Series J 7.125%(2)		46,600			1,350
Series N 6.250%(2)		1,010	(9)		1,089
JPMorgan Chase & Co. Series Z, 5.300%(2)		175	(9)		178
KeyCorp. 5.000%(2)		735	(9)		724
PNC Financial Services Group, Inc. (The) Series R, 4.850%(2)		965	(9)		962
SunTrust Bank, Inc. 5.625%(2)		260	(9)		269
Wells Fargo & Co. Series K, 7.980%(2)		950	(9)		993
Zions Bancorp 6.950%(2)		38,525			1,143
					6,972
Industrials—0.5%
General Electric Co. Series D, 5.000%(2)		1,485	(9)		1,579
TOTAL PREFERRED STOCKS (Identified Cost $8,861)					9,474
COMMON STOCKS—0.0%
Consumer Discretionary—0.0%
Mark IV Industries		446			13
TOTAL COMMON STOCKS (Identified Cost $4)					13

See Notes to Financial Statements

65

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
AFFILIATED MUTUAL FUND—3.1%
Virtus Credit Opportunities Fund Class R6(15)		934,418	$	9,186
TOTAL AFFILIATED MUTUAL FUND (Identified Cost $9,341)				9,186
TOTAL LONG TERM INVESTMENTS—99.6%
(Identified Cost $303,325)				300,203	(16)
TOTAL INVESTMENTS—99.6% (Identified Cost $303,325)				300,203	(1)
Other assets and liabilities, net—0.4%				1,272
NET ASSETS—100.0%			$	301,475

Abbreviations:

FHLMC Federal Home Loan Mortgage Corporation (“Freddie Mac”).

FNMA Federal National Mortgage Association (“Fannie Mae”).

PIK Payment-in-Kind Security

REIT Real Estate Investment Trust

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $122,710 or 40.7% of net assets.

⁽⁴⁾  Regulation S security. Security is offered and sold outside of the United States, therefore, it is exempt from registration with the SEC under Rules 903 and 904 of the Securities Act of 1933.

⁽⁵⁾  No contractual maturity date.

⁽⁶⁾  Interest payments may be deferred.

⁽⁷⁾  This Note was issued for the sole purpose of funding a loan agreement between the issuer and the borrower. As the credit risk for this security lies solely with the borrower, the name represented here is that of the borrower.

⁽⁸⁾  This loan will settle after September 30, 2016, at which time the interest rate, based on the London Interbank Offered Rate (“LIBOR”) and the agreed upon spread on trade date, will be reflected.

⁽⁹⁾  Value shown as par value.

⁽¹⁰⁾  100% of the income received was in cash.

⁽¹¹⁾  Security in default, a portion of the interest payments are being received during the bankruptcy proceedings.

⁽¹²⁾  Security in default no interest payments are being received during the bankruptcy proceedings.

⁽¹³⁾  Illiquid security.

⁽¹⁴⁾  Security in default, interest payments are being received during the bankruptcy proceedings.

⁽¹⁵⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

⁽¹⁶⁾  All or a portion of the Fund’s assets have been segregated for delayed delivery securities.

⁽¹⁷⁾  Represents unfunded portion of security and commitment fee earned on this portion.

Foreign Currencies:

BRL Brazilian Real

CLP Chilean Peso

COP Colombian Peso

IDR Indonesian Rupiah

MXN Mexican Peso

RUB Russian Ruble

TRY Turkish Lira

ZAR South African Rand

Country Weightings† (Unaudited)
United States	68	%
Canada	3
Mexico	3
Argentina	2
Brazil	2
Indonesia	2
Turkey	2
Other	18
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Debt Securities:
Asset-Backed Securities	$	12,480	$	—	$	11,924	$	556
Corporate Bonds And Notes		160,918		—		159,925		993
Foreign Government Securities		33,004		—		33,004		—
Loan Agreements		29,794		—		29,742		52
Mortgage-Backed Securities		44,912		—		44,912		—
Municipal Bonds		422		—		422		—
Equity Securities:
Affiliated Mutual Fund		9,186		9,186		—		—
Common Stocks		13		—		—		13
Preferred Stocks		9,474		2,493		6,981
Total Investments	$	300,203	$	11,679	$	286,910	$	1,614

There were no transfers from Level 1 to Level 2 related to securities held as of September 30, 2016.

Securities held by the Fund with an end of period value of $1,143 were transferred from Level 2 into Level 1 since starting to use an exchange price.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

66

VIRTUS MULTI-SECTOR INTERMEDIATE BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.

	Total			Asset-Backed Securities			Common Stocks			Corporate Bonds And Notes			Loan Agreements
Investments in Securities
Balance as of September 30, 2015:	$	929		$	544		$	16		$	—		$	369
Accrued discount/(premium)		1			—			—			—			1
Realized gain (loss)		—			—			—			—			—
Change in unrealized appreciation /(depreciation)(c)		(309	)		12			(3	)		—			(318	)
Purchases		1,618			—			—			1,618
Sales(b)		(743	)		—			—			(743	)		—
Transfers into Level 3(a)		118			—			—			118	(d)		—
Transfers from Level 3(a)		—			—			—			—			—
Balance as of September 30, 2016	$	1,614		$	556	(e)	$	13	(e)	$	993	(e)	$	52	(e)

^(a)  “Transfers into and/or from” represent the ending value as of September 30, 2016, for any investment security where a change in the pricing level occurred from the beginning to the end of the period.

^(b)  Includes paydown on securities.

^(c)  Included in the related net change in unrealized appreciation/(depreciation) in the Statements of Operations. The change in unrealized appreciation/(depreciation) on investments still held as of September 30, 2016, was ($427).

^(d)  The transfers into Level 3 are due to a decrease in trading activities at period end.

^(e)  The Fund’s investments that are categorized as Level 3 were valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of Level 3 investments.

None of the securities in this table are internally fair valued.

See Notes to Financial Statements

67

VIRTUS SENIOR FLOATING RATE FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES—0.2%
Non-Agency—0.2%
Home Equity Loan Trust 07-HSA3, AI4 6.110%, 6/25/37(2)	$	1,146	$	1,153
TOTAL MORTGAGE-BACKED SECURITIES (Identified Cost $1,135)				1,153
CORPORATE BONDS AND NOTES—4.9%
Consumer Discretionary—0.6%
Boyd Gaming Corp. 6.875%, 5/15/23		365		398
IHO Verwaltungs GmbH PIK Interest Capitalization 144A 4.125%, 9/15/21(3)(4)		330		334
PetSmart, Inc. 144A 7.125%, 3/15/23(3)		905		952
SFR (Numericable) Group S.A. 144A 6.000%, 5/15/22(3)		615		630
TRI Pointe Group, Inc. 4.875%, 7/1/21		1,165		1,197
				3,511
Consumer Staples—0.2%
Dole Food Co., Inc. 144A 7.250%, 5/1/19(3)		880		895
Energy—0.9%
Antero Midstream Partners LP 144A 5.375%, 9/15/24(3)		430		436
Carrizo Oil & Gas, Inc. 6.250%, 4/15/23		895		891
FTS International, Inc.
144A 8.350%, 6/15/20(2)		1,120		952
6.250%, 5/1/22		825		320
Laredo Petroleum, Inc. 5.625%, 1/15/22		620		604
Newfield Exploration Co. 5.750%, 1/30/22		580		602
Range Resources Corp. 144A 5.000%, 8/15/22(3)		600		600
Whiting Petroleum Corp. 5.750%, 3/15/21		350		329
				4,734
Financials—0.5%
iStar Financial, Inc.
4.875%, 7/1/18		785		792
5.000%, 7/1/19		430		430
Springleaf Finance Corp. 5.250%, 12/15/19		1,410		1,444
				2,666
Health Care—0.6%
Capsugel S.A. PIK Interest Capitalization, 144A 7.000%, 5/15/19(3)(4)		270		271

	PAR VALUE		VALUE
Health Care—continued
Quintiles Transnational Corp. 144A 4.875%, 5/15/23(3)	$	385	$	398
Surgery Center Holdings, Inc. 144A 8.875%, 4/15/21(3)		435		465
Tenet Healthcare Corp.
5.000%, 3/1/19		415		410
4.350%, 6/15/20(2)		730		737
6.000%, 10/1/20		435		461
Valeant Pharmaceuticals International, Inc. 144A 5.375%, 3/15/20(3)		750		698
				3,440
Industrials—0.5%
American Airlines Group, Inc. 144A 4.625%, 3/1/20(3)		460		466
Standard Industries, Inc. 144A 5.500%, 2/15/23(3)		555		580
Wheels Up Finance I LLC
16-01, A 0.500%, 6/30/17(2)(8)(12)		309		306
16-01, A 7.500%, 6/30/24(8)		1,445		1,430
				2,782
Information Technology—0.3%
Diamond 1 Finance Corp. / Diamond 2 Finance Corp. 144A 5.875%, 6/15/21(3)		610		649
First Data Corp.
144A 5.000%, 1/15/24		600		611
144A 5.750%, 1/15/24		225		232
				1,492
Materials—0.9%
Ardagh Packaging Finance plc 144A 6.250%, 1/31/19(3)		400		411
Hexion U.S. Finance Corp. 6.625%, 4/15/20		645		569
INEOS Group Holdings S.A. 144A 5.875%, 2/15/19(3)		1,130		1,157
Reynolds Group Issuer, Inc.
144A 4.127%, 7/15/21(2)		1,500		1,526
144A 5.125%, 7/15/23		575		594
Vedanta Resources plc 144A 6.000%, 1/31/19(3)		685		683
				4,940
Telecommunication Services—0.3%
Altice Financing S.A. 144A 6.625%, 2/15/23(3)		875		901
West Corp. 144A 4.750%, 7/15/21(3)		695		718
				1,619

	PAR VALUE		VALUE
Utilities—0.1%
Talen Energy Supply LLC 144A 4.625%, 7/15/19(3)	$	780	$	737
TOTAL CORPORATE BONDS AND NOTES (Identified Cost $26,974)				26,816
LOAN AGREEMENTS(2)—100.5%
Consumer Discretionary—24.8%
Advantage Sales & Marketing, Inc. Second Lien, 7.500%, 7/25/22		890		849
Affinity Gaming LLC 5.000%, 7/1/23		1,033		1,036
Altice U.S. Finance I Corp. 4.250%, 12/14/22		1,634		1,649
Aristocrat Leisure Ltd. Tranche B-1 3.500%, 10/20/21		2,241		2,252
Aspen Merger Sub (Coinstar), Inc. 0.000%, 9/26/23(7)		1,264		1,272
Boyd Gaming Corp.
Tranche B, 5.500%, 8/14/20		1,537		1,549
Tranche B-2 3.524%, 9/15/23		448		452
Caesars Entertainment Operating Co., Inc.
Tranche B-4, 11.500%, 10/31/16(11)		943		1,088
Tranche B-6, 9.750%, 3/1/17(11)		2,558		2,808
Tranche B-7, 11.250%, 3/1/17(11)		1,270		1,456
Caesars Entertainment Resort Properties LLC 7.000%, 10/11/20		3,903		3,902
Caesars Growth Properties Holdings LLC Tranche B, First Lien, 6.250%, 5/8/21		1,229		1,216
CBAC Borrower LLC Tranche B, 8.250%, 7/2/20		951		938
CDS U.S. Intermediate Holdings, Inc. First Lien, 5.000%, 7/8/22		1,597		1,601
Cengage Learning, Inc. 5.250%, 6/7/23		1,466		1,468
Charter Communications Operating LLC (CCO Safari LLC)
Tranche F, 3.000%, 1/3/21		6,117		6,142
Tranche H, 3.250%, 8/24/21		1,098		1,104
Tranche I, 3.500%, 1/24/23		1,341		1,352
CityCenter Holdings LLC Tranche B, 4.250%, 10/16/20		2,056		2,073
CS Intermediate Holding Co. II LLC 4.000%, 4/4/21		2,957		2,977

See Notes to Financial Statements

68

VIRTUS SENIOR FLOATING RATE FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Consumer Discretionary—continued
CSC Holdings, Inc. 5.000%, 10/9/22	$	5,047	$	5,069
Delta 2 (Lux) S.a.r.l. Tranche B-3, 4.750%, 7/30/21		1,813		1,818
Diamond Resorts International, Inc. 7.000%, 9/2/23		233		232
El Dorado Resorts, Inc. 4.250%, 7/25/22		1,032		1,037
Federal-Mogul Corp. Tranche C, 4.750%, 4/15/21		2,284		2,214
Floor & Decor Outlets of America, Inc. 0.000%, 9/29/23(7)		1,637		1,639
Gates Global LLC 4.250%, 7/6/21		2,127		2,099
Graton Resort & Casino Tranche B, 4.750%, 9/1/22		1,026		1,034
Harbor Freight Tools USA, Inc. 4.000%, 8/18/23		2,447		2,464
Hilton Worldwide Finance LLC
Tranche B-1 3.500%, 10/26/20		797		803
Tranche B-2 3.215%, 10/25/23		8,146		8,205
iHeartCommunications, Inc. Tranche D, 7.274%, 1/30/19		4,503		3,481
Intelsat Jackson Holdings S.A. Tranche B-2, 3.750%, 6/30/19		1,838		1,753
KAR Auction Services, Inc. Tranche B-2, 4.063%, 3/11/21		2,532		2,553
Laureare Education, Inc. 2021 Extended, 8.157%, 3/17/21		2,432		2,424
Leslie’s Poolmart, Inc. Tranche B 5.250%, 8/16/23		1,152		1,161
Libbey Glass, Inc. 3.750%, 4/9/21		1,395		1,402
MCC LLC
Tranche H, 3.250%, 1/29/21		1,626		1,638
Tranche G, 3.500%, 6/30/21		2,295		2,310
Metaldyne LLC 3.750%, 10/20/21		2,579		2,592
MGM Growth Properties 4.000%, 4/25/23		2,508		2,534
Michaels Stores, Inc. 3.750%, 1/30/23		3,234		3,251
Mohegan Tribal Gaming Authority
Tranche B, 5.500%, 6/15/18		2,230		2,234
0.000%, 9/30/23(7)		1,455		1,440
Neiman Marcus Group 4.250%, 10/25/20		1,821		1,681

	PAR VALUE		VALUE
Consumer Discretionary—continued
Nexstar Broadcasting, Inc. 0.000%, 9/26/23(7)	$	113	$	113
Party City Holdings, Inc. 4.370%, 8/19/22		2,979		2,994
Penn National Gaming, Inc. Tranche B, 3.250%, 10/30/20		2,175		2,181
PetSmart, Inc. Tranche B-1, 4.250%, 3/11/22		1,106		1,110
Scientific Games International, Inc. Tranche B-2, 6.000%, 10/1/21		2,758		2,767
ServiceMaster Co. LLC (The) 4.250%, 7/1/21		5,192		5,251
SFR Group S.A.(Numericable) Tranche B-1 5.002%, 1/15/24		2,170		2,196
Sinclair Television Group, Inc. Tranche B-1, 3.500%, 7/30/21		2,723		2,742
SRAM LLC First Lien, 4.500%, 4/10/20		1,638		1,597
Station Casinos LLC Tranche B, 3.750%, 6/8/23		2,032		2,048
TI Group Auto Systems LLC 4.500%, 6/30/22		1,131		1,136
Transtar Holding Co.
First Lien, 7.750%, 10/9/18(6)(8)		1,418		1,141
Second Lien, 12.000%, 10/9/19(6)(8)		460		63
Tribune Media Co. Tranche B, 3.750%, 12/27/20		2,597		2,622
U.S. Farathane LLC Tranche B-2, 5.750%, 12/23/21		2,013		2,023
UFC Holdings LLC First Lien 5.000%, 8/18/23		1,380		1,394
University Support Services LLC 6.250%, 7/6/22		1,132		1,140
Univision Communications, Inc.
Tranche C-3 4.000%, 3/1/20		6,219		6,237
Tranche C-4 4.000%, 3/1/20		3,352		3,362
				136,369
Consumer Staples—7.5%
Albertson’s LLC
Trance B-4, 4.500%, 8/25/21		2,252		2,272
Tranche B-5, 4.750%, 12/21/22		2,030		2,053
Amplify Snack Brands, Inc. 6.500%, 9/2/23		1,750		1,740
ARAMARK Corp.
Tranche E, 3.338%, 9/7/19		2,696		2,716
ASP MSG Acquisitions, Co., Inc. 6.000%, 8/16/23		1,180		1,187

	PAR VALUE		VALUE
Consumer Staples—continued
Charger OpCo B.V. (Oak Tea, Inc.) Tranche B-1, 4.250%, 7/2/22	$	889	$	896
Chobani LLC 0.000%, 9/29/23(7)		346		344
Coty, Inc. Tranche B, 3.750%, 10/27/22		845		856
Crossmark Holdings, Inc.
First Lien, 4.500%, 12/20/19(8)		1,948		1,282
Second Lien, 8.750%, 12/21/20(8)		520		235
Dell International, Inc. Tranche B 4.000%, 9/7/23		7,020		7,070
Dole Food Co., Inc. Tranche B, 4.500%, 11/1/18		2,155		2,165
Galleria Co. Tranche B, 3.750%, 1/26/23		1,698		1,708
Hostess Brands LLC
Tranche B, First Lien, 4.500%, 8/3/22		2,544		2,566
Tranche B, Second Lien, 8.500%, 8/3/23		1,900		1,917
Kronos Second Lien, 9.750%, 4/30/20		2,271		2,315
Pinnacle Foods Finance LLC 3.275%, 1/13/23		452		456
Prestige Brands, Inc. Tranche B-3, 3.500%, 9/3/21		212		213
Reynolds Group Holdings, Inc. 4.250%, 2/5/23		5,016		5,039
Rite Aid Corp. Tranche 2, Second Lien, 4.875%, 6/21/21		1,150		1,154
Spectrum Brands, Inc. 3.850%, 6/23/22		1,428		1,436
US Foods, Inc. 4.000%, 6/27/23		1,466		1,480
				41,100
Energy—2.5%
Chesapeake Energy Corp. 8.500%, 8/23/21		325		342
Chief Exploration & Development LLC Second Lien, 7.753%, 5/16/21		1,639		1,545
Drillships Financing Holding, Inc. (Ocean Rig) Tranche B-1, 6.000%, 3/31/21		1,722		869
Drillships Ocean Ventures, Inc. 5.500%, 7/25/21		750		523
EP Energy LLC 0.000%, 6/30/21(7)		1,185		1,166
Fieldwood Energy LLC 7.000%, 8/31/20		733		613
Second Lien, 8.375%, 9/30/20		1,623		654
First Lien, 8.375%, 9/30/20		989		705

See Notes to Financial Statements

69

VIRTUS SENIOR FLOATING RATE FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Energy—continued
Jonah Energy LLC Second Lien, 7.500%, 5/12/21	$	2,045	$	1,830
MEG Energy Corp. 3.750%, 3/31/20		3,157		2,959
Paragon Offshore Finance Co. 5.250%, 7/16/21(5)		1,712		431
Sabine Oil & Gas LLC Second Lien, 12.000%, 12/31/18(6)(8)		1,290		47
Seadrill Operating LP 4.000%, 2/21/21		4,061		2,039
				13,723
Financials—3.6%
Alix Partners LLP 4.500%, 7/28/22		3,164		3,174
Asurion LLC
Tranche B-2, 4.250%, 7/8/20		717		719
Tranche B-4, 5.000%, 8/4/22		1,048		1,055
Delos Finance S.a.r.l. 3.588%, 3/6/21		2,212		2,230
iStar Financial, Inc. 5.500%, 7/1/20		463		469
Starwood Property Trust, Inc. 3.500%, 4/17/20		3,262		3,268
TransUnion LLC Tranche B-2, 3.588%, 4/9/21		5,161		5,185
Vertafore Holdings Corp. 4.750%, 6/30/23		1,028		1,033
Walter Investment Management Corp. Tranche B, 4.750%, 12/18/20		3,123		2,871
				20,004
Health Care—14.8%
21st Century Oncology Holdings, Inc. Tranche B, 7.125%, 4/30/22		1,886		1,782
Acadia Healthcare Co., Inc. Tranche B-2, 3.750%, 2/16/23		2,071		2,088
Akorn, Inc. 5.250%, 4/16/21		2,180		2,208
Alere, Inc. Tranche B, 4.250%, 6/20/22		1,553		1,545
American Renal Holdings, Inc. Tranche B, First Lien, 4.750%, 8/20/19		2,217		2,219
Amneal Pharmaceuticals LLC Tranche B, 6.000%, 11/1/19		1,859		1,866
Ardent Legacy Acquisitions, Inc. 6.500%, 8/4/21		1,543		1,536
Capsugel Holdings LLC 5.250%, 7/31/21		3,217		3,239

	PAR VALUE		VALUE
Health Care—continued
Change Healthcare Holdings, Inc.
Tranche B-2, 3.750%, 11/2/18	$	1,356	$	1,360
Tranche B-3, 3.750%, 11/2/18		490		491
Community Health Systems, Inc. (CHS)
Tranche F, 4.083%, 12/31/18		1,140		1,135
Tranche G, 3.750%, 12/31/19		1,319		1,297
Tranche H, 4.000%, 1/27/21		3,567		3,509
Concordia Pharmaceuticals, Inc. 5.250%, 10/21/21		1,226		1,099
DaVita HealthCare Partners, Inc. Tranche B, 3.500%, 6/24/21		3,084		3,106
DJO Finance 4.250%, 6/8/20		1,447		1,423
Endo Luxembourg Finance Co. S.a.r.l. Tranche B, 3.750%, 9/26/22		2,234		2,232
Greatbatch, Inc. Tranche B, 5.250%, 10/27/22		834		824
HCA, Inc. Tranche B-6, 3.774%, 3/17/23		1,165		1,180
Iasis Healthcare LLC Tranche B-2, 4.500%, 5/3/18		1,951		1,933
IMS Health, Inc. Tranche B, 3.500%, 3/17/21		4,234		4,254
InVentiv Health, Inc.
Tranche B-4, 7.750%, 5/15/18		2,887		2,895
Tranche B 0.000%, 9/29/23(7)		1,302		1,307
Jaguar Holding Company I 4.250%, 8/18/22		2,630		2,643
Kindred Healthcare, Inc. 4.250%, 4/9/21		1,150		1,152
MMM Holdings, Inc. 9.750%, 12/12/17(5)(8)		364		355
MPH Acquisition Holdings LLC 5.000%, 6/7/23		837		849
MSO of Puerto Rico, Inc. 9.750%, 12/12/17(5)(8)		265		258
National Mentor Holdings, Inc. Tranche B, 4.250%, 1/31/21		1,056		1,059
National Surgical Hospitals First Lien, 4.500%, 6/1/22		1,074		1,064
NVA Holdings, Inc.
Tranche B-1, First Lien, 5.500%, 8/14/21		755		758
Second Lien, 8.000%, 8/14/22		856		857
Ortho-Clinical Diagnostics Holdings S.a.r.l. 4.750%, 6/30/21		3,162		3,100
Patterson Medical 5.750%, 8/29/22		1,617		1,601

	PAR VALUE		VALUE
Health Care—continued
PRA Holdings, Inc. Tranche B-1, 4.500%, 9/23/20	$	2,322	$	2,335
Quintiles Transnational Corp. Tranche B, 3.250%, 5/12/22		1,116		1,117
Quorum Health Corp. 6.750%, 4/29/22		1,506		1,464
RPI Finance Trust Tranche B-4, 3.588%, 11/9/20		1,123		1,129
Select Medical Corp. Tranche B-F 6.750%, 3/3/21		1,686		1,701
Sterigenics-Nordion 4.250%, 5/16/22		1,075		1,080
Surgery Center Holdings, Inc. First Lien, 4.750%, 11/3/20		1,446		1,449
Surgical Care Affiliates, Inc. 4.250%, 3/17/22		722		728
Team Health, Inc. Tranche B, 3.838%, 11/23/22		1,945		1,959
U.S. Renal Care, Inc. First Lien, 5.250%, 12/30/22		1,672		1,610
Valeant Pharmaceuticals International, Inc.
Series D-2, Tranche B, 5.000%, 2/13/19		2,093		2,098
Series C-2, Tranche B, 5.250%, 12/11/19		2		2
Series E-1, Tranche B, 5.250%, 8/5/20		3,861		3,873
Series F-1, Tranche B, 5.500%, 4/1/22		2,407		2,418
				81,187
Industrials—14.2%
Accudyne Industries Borrower S.C.A. (Accudyne Industries LLC) (Silver II US Holdings LLC) 4.000%, 12/13/19		1,800		1,687
Air Canada
4.000%, 9/26/19		2,209		2,216
0.000%, 9/21/23(7)		633		635
American Airlines, Inc.
3.250%, 6/27/20		6,446		6,468
Tranche B, 3.502%, 4/28/23		1,210		1,215
Aspen Merger Sub (Coinstar), Inc.
0.000%, 9/27/23(7)		813		820
0.000%, 9/27/24(7)		570		567
Brickman Group Ltd. LLC (The)
First Lien, 4.000%, 12/18/20		3,782		3,781
Second Lien, 7.500%, 12/17/21		1,971		1,963
Brock Holdings III, Inc. First Lien, 7.000%, 3/16/17		1,839		1,824
Builders FirstSource, Inc. 4.750%, 7/31/22		1,598		1,610

See Notes to Financial Statements

70

VIRTUS SENIOR FLOATING RATE FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Industrials—continued
Cortes NP Acquisition Corp. 0.000%, 9/29/23(7)	$	1,061	$	1,029
Filtration Group Corp.
First Lien, 4.250%, 11/20/20		1,411		1,420
Second Lien, 8.250%, 11/22/21		543		545
Gardner Denver, Inc. 4.250%, 7/30/20		1,771		1,719
Harland Clarke Holdings Corp.
Tranche B-3, 7.000%, 5/22/18		772		764
Tranche B-4, 6.993%, 8/4/19		641		632
Tranche B-5, 7.000%, 12/31/19		970		954
HD Supply, Inc.
3.750%, 8/13/21		2,941		2,952
0.000%, 10/16/23(7)		669		671
Headwaters, Inc. Tranche B-1, 4.000%, 3/24/22		3,112		3,133
Husky Injection Molding Systems Ltd. 4.250%, 6/30/21		3,258		3,258
McGraw-Hill Global Education Holdings LLC Tranche B, First Lien, 5.000%, 5/4/22		1,783		1,797
MRC Global (U.S.), Inc. (f/k/a McJunkin Red Man Corp.) 5.000%, 11/8/19		1,853		1,814
Navistar, Inc. Tranche B 6.500%, 8/7/20		1,310		1,315
NV, Inc. 5.750%, 10/19/22		1,443		1,444
Quikrete Co., Inc. First Lien, 4.000%, 9/28/20		2,829		2,855
Rexnord LLC Tranche B, 4.000%, 8/21/20		3,959		3,972
Science Applications Tranche B, 3.250%, 5/4/22		1,501		1,512
Sedgwick Claims Management Services, Inc.
First Lien, 3.750%, 3/1/21		3,471		3,453
Second Lien, 6.750%, 2/28/22		1,725		1,711
SiteOne Landscaping Supply LLC 6.250%, 4/29/22		1,230		1,243
Spin Holdco, Inc. First Lien, 4.250%, 11/14/19		2,257		2,251
The ADT Corp. 4.750%, 5/2/22		1,668		1,686
TransDigm, Inc.
Tranche D, 3.794%, 6/4/21		1,620		1,623
Tranche F, 3.750%, 6/9/23		6,044		6,054
United Airlines, Inc. (f/k/a Continental Airlines, Inc.) Tranche B-1, 3.500%, 9/15/21		1,148		1,155

	PAR VALUE		VALUE
Industrials—continued
Waste Industries 3.500%, 2/27/20	$	2,163	$	2,176
Wex, Inc. 4.250%, 6/30/23		2,028		2,055
				77,979
Information Technology—10.4%
Abacus Innovations Corp.(Leidos, Inc.) 3.274%, 8/16/23		1,410		1,420
Allflex Holdings III, Inc. First Lien, 4.250%, 7/17/20		1,552		1,550
Alorica, Inc. 5.500%, 6/30/22		411		417
Applied Systems, Inc. Second Lien, 7.500%, 1/24/22		1,145		1,158
Avago Technologies Cayman Finance Ltd. 3.524%, 2/1/23		3,965		4,017
Blackboard, Inc.
Tranche B-4 0.000%, 10/4/18(7)		2,030		2,028
Tranche B-4 0.000%, 6/30/21(7)		3,706		3,682
BMC Software, Inc. 0.000%, 9/10/20(7)		1,845		1,784
CCC Information Services 4.000%, 12/20/19		2,251		2,253
CDW LLC 3.000%, 8/17/23		5,411		5,434
Cypress Semiconductor Corp. 6.500%, 7/5/21		1,800		1,826
Deltek, Inc.
First Lien 5.000%, 6/25/22		190		191
Second Lien 9.500%, 6/26/23		858		870
Donnelley Financial Solutions 0.000%, 9/26/23(7)		636		640
First Data Corp.
Tranche 2021 4.525%, 3/24/21		5,876		5,926
Tranche 2022 4.275%, 7/8/22		1,664		1,675
Infinity Acquisition Ltd. 4.250%, 8/6/21		2,546		2,435
Infor (U.S.), Inc.
Tranche B-3, 3.750%, 6/3/20		1,419		1,413
Tranche B-5, 3.750%, 6/3/20		3,412		3,397
Mitchell International, Inc.
4.500%, 10/13/20		3,295		3,300
Second Lien, 8.500%, 10/11/21		1,291		1,266
MKS Instruments, Inc. 4.250%, 5/1/23		521		528
NXP BV Tranche F 3.405%, 12/7/20		806		810
On Semiconductor 0.000%, 3/31/23(7)		1,258		1,265

	PAR VALUE		VALUE
Information Technology—continued
Presidio, Inc. Refinancing, 5.250%, 2/2/22	$	1,405	$	1,406
Press Ganey Holdings, Inc. 0.000%, 9/29/23(7)		297		298
Sophia, LP 4.750%, 9/30/22		2,536		2,541
SS&C European Holdings S.a.r.l.
Tranche A-1, 3.274%, 7/8/20		179		179
Tranche A-2, 3.274%, 7/8/20		277		278
Tranche B-2, 4.000%, 7/8/22		132		134
Tranche B-1, 4.000%, 7/8/22		1,066		1,075
Western Digital Corp. Tranche B-1, 4.500%, 4/29/23		2,290		2,317
				57,513
Materials—10.5%
ABC Supply, Inc. 0.000%, 9/23/23(7)		238		239
American Builders & Contractors Supply Co., Inc. Tranche B, 3.500%, 4/16/20		4,305		4,321
Anchor Glass Container Corp. Tranche B, 4.750%, 7/1/22		4,122		4,154
Ardagh Packaging Finance plc 4.000%, 12/17/19		854		859
Berlin Packaging, Inc. S.a.r.l. First Lien, 4.500%, 10/1/21		1,315		1,322
Berry Plastics Corp.
Tranche D, 3.500%, 2/8/20		4,485		4,496
Tranche G, 3.500%, 1/6/21		1,843		1,847
Tranche H, 3.750%, 10/1/22		631		634
CPG International, Inc. 4.750%, 9/30/20		1,743		1,748
CPI Acquisition, Inc. First Lien, 5.500%, 8/17/22		2,257		2,211
Fortescue Metals Group (FMG) Resources Property Ltd. 3.750%, 6/30/19		3,821		3,822
Huntsman International LLC
Tranche 14-1 3.750%, 10/1/21		3,930		3,956
Tranche 16-B, 4.250%, 4/1/23		430		433
Ineos U.S .Finance LLC 3.750%, 12/15/20		6,871		6,895
Kraton Polymers 6.000%, 1/6/22		1,800		1,817
Macdermid, Inc. (Platform Speciality Products Corp.) Tranche B-3, 5.500%, 6/7/20		1,776		1,787

See Notes to Financial Statements

71

VIRTUS SENIOR FLOATING RATE FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Materials—continued
Omnova Solutions, Inc. Tranche B-2, 5.250%, 8/25/23	$	2,843	$	2,839
Owens Illinois, Inc. Tranche B, 3.500%, 9/1/22		553		558
PolyOne Corp. Tranche B-1, 3.500%, 11/11/22		400		405
PQ Corp. Tranche B-1, 5.750%, 11/4/22		619		625
Royal Holdings, Inc. First Lien, 4.500%, 6/20/22		2,112		2,126
Solenis International LP First Lien, 4.250%, 7/31/21		2,297		2,297
Summit Materials 4.000%, 7/18/22		3,510		3,528
Univar, Inc. 4.250%, 7/1/22		2,848		2,856
W.R. Grace & Co. 2.759%, 2/3/21		2,038		2,044
				57,819
Real Estate—2.7%
Capital Automotive LP
Tranche B-1, 4.000%, 4/10/19		1,086		1,095
Second Lien, 6.000%, 4/30/20		1,828		1,847
Communications Sales & Leasing, Inc. 5.000%, 10/24/22		1,468		1,477
DTZ U.S. Borrower, LLC (DTZ AUS Holdco PTY Ltd.) First Lien, 4.250%, 11/4/21		2,963		2,970
ESH Hospitality, Inc. 3.750%, 8/30/23		799		806
Realogy Group LLC 3.750%, 7/20/22		3,561		3,609
Ziggo Secured Finance Partnership Tranche D 3.532%, 8/31/24		3,131		3,140
				14,944
Telecommunication Services—4.8%
Cable & Wireless / Sable International Finance
Tranche B-1, 5.588%, 1/3/23		1,296		1,310
Tranche B-2, 5.830%, 1/3/23		1,060		1,072
Global Tel*Link Corp. First Lien, 5.000%, 5/23/20		1,783		1,732
Level 3 Financing, Inc.
Tranche B-III, 4.000%, 8/1/19		2,575		2,591
Tranche B, 2020 4.000%, 1/15/20		3,388		3,410
Tranche B-II, 3.500%, 5/31/22		2,343		2,359
SBA Senior Finance II LLC Tranche B-1, 3.340%, 3/24/21		3,701		3,715

	PAR VALUE		VALUE
Telecommunication Services—continued
Securus Technologies Holdings, Inc.
First Lien, 4.750%, 4/30/20	$	1,482	$	1,467
Tranche B-2, 5.250%, 4/30/20		759		752
UPC Financing Partnership 4.080%, 8/31/24		3,189		3,205
Virgin Media Investment Holdings Ltd. Tranche F, 3.649%, 6/30/23		2,590		2,605
West Corp. Tranche B-12, 3.750%, 6/17/23		1,146		1,153
XO Communications LLC 4.250%, 3/20/21		1,254		1,259
				26,630
Utilities—4.7%
Atlantic Power LP 6.000%, 4/13/23		1,838		1,862
Calpine Construction Finance Co. LP
Tranche B-1, 3.090%, 5/3/20		4,649		4,622
Tranche B-2, 3.340%, 1/31/22		3,779		3,765
Dayton Power and Light Co. 4.000%, 8/24/22		276		280
Dynegy Finance IV, Inc. 5.000%, 6/27/23		3,857		3,893
Energy Future Holding Corp. 5.000%, 10/31/17(5)		1,365		1,377
Tranche C 5.000%, 10/31/17(5)		312		315
NRG Energy, Inc. 3.500%, 6/30/23		7,139		7,164
Texas Competitive Electric Holdings Co. LLC
2017 Extended, 4.998%, 10/10/17(5)		9,165		2,665
				25,943
TOTAL LOAN AGREEMENTS (Identified Cost $563,706)				553,211
	SHARES
AFFILIATED MUTUAL FUND—1.1%
Virtus Credit Opportunities Fund Class R6(10)		610,288		5,999
TOTAL AFFILIATED MUTUAL FUND (Identified Cost $6,100)				5,999
TOTAL LONG TERM INVESTMENTS—106.7%
(Identified Cost $597,915)				587,179	(9)
TOTAL INVESTMENTS—106.7% (Identified Cost $597,915)				587,179	(1)
Other assets and liabilities, net—(6.7)%				(37,000	)
NET ASSETS—100.0%			$	550,179

Abbreviation:

PIK Payment-in-Kind Security

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $15,896 or 2.9% of net assets.

⁽⁴⁾  100% of the income received was in cash.

⁽⁵⁾  Security in default, interest payments are being received during the bankruptcy proceedings.

⁽⁶⁾  Security in default no interest payments are being received during the bankruptcy proceedings.

⁽⁷⁾  This loan will settle after September 30, 2016, at which time the interest rate, based on the London Interbank Offered Rate (“LIBOR”) and the agreed upon spread on trade date, will be reflected.

⁽⁸⁾  Illiquid security.

⁽⁹⁾  All or a portion of the Fund’s assets have been segregated as collateral for delayed delivery settlements and leverage.

⁽¹⁰⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

⁽¹¹⁾  Security in default, a portion of the interest payments are being received during the bankruptcy proceedings.

⁽¹²⁾  Represents unfunded portion of security and commitment fee earned on this portion.

Country Weightings† (Unaudited)
United States	94	%
Canada	2
Luxembourg	2
Australia	1
Cayman Islands	1
Total	100	%
† % of total investments as of September 30, 2016

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

72

VIRTUS SENIOR FLOATING RATE FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable lnputs		Level 3 Significant Unobservable lnputs
Debt Securities:
Corporate Bonds And Notes	$	26,816	$	—	$	25,080	$	1,736
Loan Agreements		553,211		—		553,101		110
Mortgage-Backed Securites		1,153		—		1,153		—
Equity Securities:
Affiliated Mutual Fund		5,999		5,999		—		—
Total Investments	$	587,179	$	5,999	$	579,334	$	1,846

There were no transfers between Level 1 and Level 2 related to securities held as of September 30, 2016.

The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.

	Total			Corporate Bonds			Loan Agreements
Investments in Securities
Balance as of September 30, 2015:	$	446		$	—		$	446
Accrued discount/(premium)		2			1			1
Realized gain (loss)		—			—			—	(f)
Change in unrealized appreciation (depreciation)(d)		(385	)		(1	)		(384	)
Purchases		3,209			3,209			—
Sales(b)		(1,473	)		(1,473	)		—
Transfers into Level 3(a)		47	(c)		—			47	(c)
Transfers from Level 3(a)		—			—			—
Balance as of September 30, 2016	$	1,846		$	1,736	(e)	$	110	(e)

^(a)  “Transfers into and/or from” represent the ending value as of September 30, 2016, for any investment security where a change in the pricing level occurred from the beginning to the end of the period.”

^(b)  Includes paydown on securities.

^(c)  The transfers into Level 3 are due to a decrease in trading activities at period end.

^(d)  Included in the related net change in unrealized appreciation (depreciation) in the Statements of Operations. The change in unrealized appreciation (depreciation) on investments still held at September 30, 2016, was $(1,642).

^(e)  The Fund’s investments that are categorized as Level 3 were valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of Level 3 investments.

^(f)  Amount is less than $500.

None of the securities in this table are internally fair valued.

See Notes to Financial Statements

73

VIRTUS TAX-EXEMPT BOND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MUNICIPAL BONDS(3)—97.7%
Alabama—2.8%
Jefferson County School Warrant Revenue, 5.250%, 1/1/17	$	4,000	$	4,057
Pell City Special Care Facilities Financing Authority, Noland Health Services Revenue,
4.000%, 12/1/25		500		536
5.000%, 12/1/25		1,000		1,141
				5,734
Arizona—3.8%
Arizona Department of Transportation State Highway Fund Revenue (Pre-refunded 7/1/26 @ 100) 5.000%, 7/1/36		500		617
Arizona State Health Facilities Authority, Scottsdale Lincoln Hospital Revenue, 5.000%, 12/1/24		565		706
Arizona State University
5.000%, 7/1/37		360		439
5.000%, 7/1/36		1,000		1,222
Mesa, City of, Excise Tax Revenue 5.000%, 7/1/27		500		515
Northern Arizona University, Stimulus Plan for Economic and Educational Development Revenue,
5.000%, 8/1/24		1,115		1,345
5.000%, 8/1/25		2,290		2,758
				7,602
Arkansas—0.3%
University of Arkansas, Facility Revenue, (Pre-refunded 11/1/26 @100) 5.000%, 11/1/33		505		625
California—6.2%
California Health Facilities Financing Authority 4.000%, 10/1/36		275		305
California Health Facilities Financing Authority, Sutter Health Revenue, 5.000%, 11/15/30		600		748
California Municipal Finance Authority,
Bowles Hall Foundation Revenue, 4.000%, 6/1/21		100		109
Bowles Hall Foundation Revenue, 4.500%, 6/1/23		225		255

	PAR VALUE		VALUE
California—continued
Bowles Hall Foundation Revenue, 4.500%, 6/1/24	$	150	$	171
Community Medical Centers, (Pre-refunded 2/1/17 @100) 5.000%, 2/1/27		400		481
California, State of, General Obligation,
5.000%, 10/1/23		150		150
5.000%, 2/1/24		1,500		1,832
California, State of, Public Works Board, Judicial Council Projects Revenue, 5.000%, 3/1/27		500		605
Garden Grove Agency Community Development Successor Agency, Tax Allocation Revenue (BAM Insured), 5.000%, 10/1/30		1,000		1,225
Metropolitan Water District of Southern California Revenue, 3.000%, 10/1/19(2)		2,000		2,096
Oakland Unified School District, General Obligation,
5.000%, 8/1/29		1,000		1,247
5.000%, 8/1/30		500		620
San Diego Public Facilities Financing Authority Sewer Revenue, (Pre-refunded 11/15/16 @100) 5.000%, 5/15/32		2,000		2,512
Temecula Valley Unified School District Financing Authority, Special Tax Revenue (BAM Insured), 5.000%, 9/1/25		175		215
				12,571
Colorado—5.4%
Colorado State Health Facilities Authority, Catholic Health Initiatives Revenue, 6.250%, 10/1/33		650		714
E-470 Public Highway Authority Revenue,
5.000%, 9/1/20		340		386
(NATL Insured), 0.000%, 9/1/29		665		358
Public Authority For Colorado Energy, Natural Gas Purchase Revenue,
6.125%, 11/15/23		2,135		2,644
6.250%, 11/15/28		2,250		2,983
University of Colorado, Enterprise Revenue
5.000%, 6/1/19		625		691
(Pre-refunded 6/1/19 @100) 5.625%, 6/1/22		1,650		1,853

	PAR VALUE		VALUE
Colorado—continued
(Pre-refunded 6/1/21 @100) 5.000%, 6/1/24	$	1,000	$	1,180
				10,809
Connecticut—0.9%
Connecticut State Health & Educational Facility Authority, Hartford Healthcare Revenue, 5.000%, 7/1/25		1,500		1,814
District of Columbia—2.7%
Metropolitan Washington Airports Authority, Dulles Toll Road Revenue, Second Lien, (AGC Insured) 0.000%, 10/1/41		4,000		5,425
Florida—5.6%
Brevard County Health Facilities Authority, Health First Revenue,
5.000%, 4/1/21		115		133
(Pre-refunded 4/1/19 @100) 7.000%, 4/1/39		1,050		1,207
Broward County School District, Certificates of Participation, (Pre-refunded 1/1/17 @100) 5.000%, 7/1/32		300		362
Central Florida Expressway Authority (Pre-refunded 7/1/26 @100), Second Lien, Series B 4.000%, 7/1/30		200		225
Lee County Transportation Facilities Revenue, (AGM Insured) 5.000%, 10/1/19		400		446
Miami Beach Redevelopment Agency, Tax Increment Revenue, 5.000%, 2/1/32		300		355
Miami Beach, City of, Stormwater Revenue, 5.250%, 9/1/23		1,265		1,498
Miami-Dade County Aviation Revenue, 5.000%, 10/1/24		2,425		2,883
Miami-Dade County Educational Facilities Authority, University of Miami Revenue, 5.000%, 4/1/30		200		242
Miami-Dade County Expressway Authority Series A 5.000%, 7/1/33		400		489

See Notes to Financial Statements

74

VIRTUS TAX-EXEMPT BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Florida—continued
Miami-Dade County School Board, Certifiicates of Participation, (Pre-refunded 2/1/17 @100) 5.000%, 2/1/34	$	1,700	$	2,023
South Florida Water Management District, Certificates of Participation, (Pre-refunded 4/1/17 @100) 5.000%, 10/1/35		750		899
Tallahassee, City of, Health Facilities Revenue, Tallahassee Memorial Healthcare 5.000%, 12/1/36		480		559
				11,321
Georgia—2.8%
Athens-Clarke County Unified Government, Water and Sewer Revenue (Pre-refunded 1/19/19 @100) 5.625%, 1/1/28		1,500		1,656
Atlanta Water & Wastewater Revenue, (Pre-refunded 11/1/16 @100) 5.000%, 11/1/31		650		796
DeKalb County Water & Sewer Revenue, 5.250%, 10/1/26		2,750		3,278
				5,730
Idaho—0.8%
Idaho Housing & Finance Association, Federal Highway Grant Anticipation Revenue, 4.500%, 7/15/29		1,500		1,679
Illinois—7.6%
Chicago O’Hare International Airport,
Customer Facilities Charge Revenue, Senior Lien, 5.000%, 1/1/21		1,250		1,406
Passenger Facilities Charge Revenue, 5.000%, 1/1/20		750		841
Chicago Park District, General Obligation (NATL Insured), 5.000%, 1/1/31		660		661
Chicago, City of, Sales Tax Revenue, 5.000%, 1/1/21		750		842
Waterworks Revenue, Second Lien, 5.000%, 11/1/22		500		580
Waterworks Revenue, Second Lien, 5.000%, 11/1/30		500		596

	PAR VALUE		VALUE
Illinois—continued
Illinois Finance Authority Series A-1 0.830%, 8/15/38(2)	$	1,000	$	1,000
Illinois Finance Authority,
KishHealth System Revenue (Escrowed to Maturity), 4.750%, 10/1/18		700		751
Rush University Medical Center Revenue (Pre-refunded 11/15/16 @100) 7.250%, 11/1/38		1,220		1,379
Rush University Medical Center Revenue, 5.000%, 11/15/21		250		295
Illinois State Toll Highway Authority, Toll Highway Revenue Senior Lien, 5.000%, 1/1/32		1,000		1,225
Illinois, State of, General Obligation,
5.000%, 4/1/22		815		914
5.000%, 2/1/26		1,490		1,676
Metropolitan Pier & Exposition Authority, McCormick Place Expansion Project Revenue (AGM Insured), 0.000%, 6/15/26		1,000		723
University of Illinois, Auxiliary Facilities System Revenue,
5.500%, 4/1/31		1,540		1,753
5.125%, 4/1/36		500		555
				15,197
Indiana—2.6%
Indiana Finance Authority, Indiana University Health Center Revenue, 5.000%, 12/1/22		800		971
Indiana University Revenue, (Pre-refunded 6/1/19 @100) 5.250%, 6/1/23		1,320		1,471
Indianapolis Local Public Improvements Bond Bank Revenue, 5.000%, 6/1/19		2,500		2,750
				5,192
Iowa—1.3%
Iowa, State of, Prison Infrastructure Funding Revenue, (Pre-refunded 6/15/20 @100) 5.000%, 6/15/27		2,250		2,577
Louisiana—0.6%
New Orleans Sewerage Service Revenue,
5.000%, 6/1/19		500		548
5.000%, 6/1/20		550		621
				1,169

	PAR VALUE		VALUE
Maine—1.4%
Portland, City of, General Airport Revenue,
5.000%, 7/1/26	$	1,000	$	1,183
5.000%, 7/1/29		580		684
5.000%, 7/1/30		770		906
				2,773
Maryland—5.3%
Baltimore Convention Center, Hotel Revenue Senior Lien, (XLCA Insured),
5.250%, 9/1/22		400		401
5.250%, 9/1/23		1,500		1,504
Maryland Economic Development Corp., Exelon Generation Co. Revenue, 2.550%, 6/1/20(2)		500		510
Maryland Health & Higher Educational Facilities Authority,
Anne Arundel Health System Revenue, 5.000%, 7/1/32		250		273
Anne Arundel Health System Revenue, (Pre-refunded 7/1/19 @100) 6.750%, 7/1/29		2,015		2,331
Medstar Health, Inc. Revenue, (Pre-refunded 2/15/17 @100) 5.000%, 8/15/26		800		989
Maryland, State of, General Obligation, 4.500%, 8/1/21		3,945		4,583
				10,591
Massachusetts—1.2%
Massachusetts Bay Transportation Authority, Assessment Revenue, 5.000%, 7/1/22		1,000		1,213
Massachusetts Water Pollution Abatement Trust, State Revolving Fund Revenue, 5.000%, 8/1/19		1,000		1,114
				2,327
Michigan—2.0%
Michigan Finance Authority, Beaumont Health Credit Group Revenue, (Pre-refunded 2/1/17 @100) 5.000%, 8/1/27		1,250		1,510
Michigan State Building Authority, Facilities Program Lease Revenue 4.000%, 10/15/36		500		548
5.000%, 4/15/25		500		627

See Notes to Financial Statements

75

VIRTUS TAX-EXEMPT BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Michigan—continued
Michigan, State of, Federal Highway Grant Anticipation Revenue, (AGM Insured), (Pre-refunded 9/15/17 @100) 5.250%, 9/15/19	$	1,015	$	1,057
Royal Oak Hospital Finance Authority, William Beaumont Hospital Revenue, 5.000%, 9/1/19		200		221
				3,963
Missouri—1.0%
Metropolitan St. Louis Sewer District, Wastewater Revenue (Pre-refunded 9/15/17 @100) 5.750%, 5/1/38		2,000		2,056
Nebraska—0.5%
University of Nebraska – Lincoln, Student Fee Revenue, (Pre-refunded 1/1/19 @100) 5.000%, 7/1/22		1,000		1,090
New Jersey—3.3%
Camden County Improvement Authority Healthcare Redevelopment Project, Cooper Health System Revenue, 5.000%, 2/15/22		950		1,115
New Jersey Economic Development Authority, Cigarette Tax Revenue (AGM Insured), 5.000%, 6/15/22		3,000		3,473
New Jersey Housing & Mortgage Finance Agency, Mortgage Revenue, 4.375%, 4/1/28		1,915		2,057
				6,645
New York—11.7%
Buffalo & Erie County Industrial Land Development Corp., Catholic Health System Revenue, 5.000%, 7/1/23		550		663
Metropolitan Transportation Authority,
(Pre-refund 11/15/18 @100) 6.250%, 11/15/18		2,510		2,792
6.250%, 11/15/23		630		701

	PAR VALUE		VALUE
New York—continued
New York City General Obligation,
6.250%, 10/15/28	$	40	$	44
(Pre-refunded 10/15/18 @100) 6.250%, 10/15/28		960		1,063
New York City Industrial Development Agency, Queens Baseball Stadium Project Revenue,
(AGC Insured), 6.125%, 1/1/29		500		553
(AMBAC Insured), 5.000%, 1/1/20		900		909
(AMBAC Insured), 5.000%, 1/1/31		470		474
New York City Municipal Water Finance Authority, Water & Sewer System Revenue,
(Pre-refunded 6/15/18 @100) 5.500%, 6/15/21		500		540
(Pre-refunded 6/15/18 @100) 5.500%, 6/15/22		1,000		1,079
(Pre-refunded 6/15/18 @100) 5.625%, 6/15/24		1,050		1,135
5.750%, 6/15/40		3,530		3,822
(Pre-refunded 6/15/18 @100) 5.750%, 6/15/40		1,060		1,147
New York City Transitional Finance Authority, Subordinate Future Tax Secured Revenue 5.000%, 5/1/35		3,165		3,871
New York Municipal Bond Bank Agency, Special School Purpose Revenue, 5.000%, 12/1/20		1,995		2,308
New York State Dormitory Authority,
New York University Hospitals Center Revenue, (Pre-refunded 1/1/17 @100) 5.000%, 7/1/33		150		182
Orange Regional Medical Center Revenue, 5.000%, 12/1/23(4)		300		350
New York Transportation Development Corp., Transportation Development Revenue, 5.000%, 8/1/26		250		277
Triborough Bridge & Tunnel Authority, Toll Revenue Surbordinate Lien, 5.000%, 11/15/23		750		920

	PAR VALUE		VALUE
New York—continued
Utility Debt Securitization Authority Restructuring Charge, Electric Revenue, 5.000%, 6/15/26	$	500	$	625
				23,455
North Dakota—0.7%
Barnes County North Public School District Building Authority, Lease Revenue, 4.250%, 5/1/27		1,330		1,408
Ohio—2.3%
New Albany Community Authority, Community Facilities Revenue 5.000%, 10/1/24		1,250		1,487
Ohio State Juvenile Correction Facilities Project, Lease Revenue,
5.000%, 10/1/20		465		535
5.000%, 10/1/21		1,080		1,277
5.000%, 10/1/22		1,135		1,376
				4,675
Oklahoma—0.7%
Oklahoma State Turnpike Authority, Turnpike Revenue, Second Senior Lien, 5.000%, 1/1/29		1,250		1,444
Oregon—0.8%
Oregon Facilities Authority, University of Portland Revenue, 5.000%, 4/1/30		240		290
Oregon, State of, General Obligation, 5.000%, 5/1/33		1,095		1,372
				1,662
Pennsylvania—3.6%
Butler County Hospital Authority, Butler Health System Revenue, (Pre-refunded 01/01/17 @100) 5.000%, 7/1/30		250		298
Pennsylvania Turnpike Commission Authority, Turnpike Revenue Surbordinate Lien,
5.250%, 12/1/31		2,000		2,333
6.000%, 12/1/34		1,500		1,768
(Pre-refunded 12/1/20 @100) 6.000%, 12/1/34		250		300
0.000%, 12/1/38		2,000		2,481
				7,180

See Notes to Financial Statements

76

VIRTUS TAX-EXEMPT BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
South Carolina—0.8%
Dorchester County, Waterworks & Sewer Revenue, 5.000%, 10/1/28	$	1,020	$	1,223
South Carolina Association of Governmental Organizations Educational Facilities Corp., for Pickens School District Lease Revenue, (Pre-refunded 12/1/16 @100) 5.000%, 12/1/24		250		307
				1,530
Tennessee—1.1%
Chattanooga-Hamilton County Hospital Authority, Erlanger Health System Revenue, 5.000%, 10/1/26		1,000		1,208
Tennessee Housing Development Agency, Residential Finance Program Revenue,
2.050%, 7/1/20		675		687
2.300%, 1/1/21		395		405
				2,300
Texas—12.3%
Dallas Independent School District General Obligation, (PSF Guaranteed) (Pre-refunded 2/15/18 @100) 5.250%, 2/15/30		1,850		1,959
Forney Independent School District, General Obligation,
(PSF Guaranteed) (Pre-refunded 8/15/18 @100) 5.750%, 8/15/33		750		817
(PSF Guaranteed) (Pre-refunded 8/15/18 @100) 6.000%, 8/15/37		2,000		2,188
Harris County Health Facilities Development Corp., Memorial Hermann Healthcare System, (Pre-refunded 12/1/18 @100) 7.250%, 12/1/35		2,525		2,866
Hidalgo County Drain District No 1, General Obligation, (Pre-refunded 3/1/17 @100) 5.000%, 9/1/28		1,000		1,238
La Joya Independent School District, General Obligation, (PSF Guaranteed), 5.000%, 2/15/20		1,000		1,129
North Texas Tollway Authority, Senior Lien Toll Revenue, (Pre-refunded 1/1/17 @100) 5.000%, 1/1/30		400		493

	PAR VALUE		VALUE
Texas—continued
Southmost Regional Water Authority, Desalination Plant Project Revenue,
(AGM Insured), 5.000%, 9/1/25	$	1,015	$	1,202
(AGM Insured), 5.000%, 9/1/23		1,085		1,287
Texas Municipal Gas Acquisition & Supply, Gas Supply Revenue,
Corp. I, Senior. Lien, 6.250%, 12/15/26		1,580		2,001
Corp. II, 1.251%, 12/15/16(2)		3,000		2,811
Texas Transportation Commission, General Obligation, 5.000%, 4/1/22		3,250		3,916
Upper Trinity Regional Water District Authority, Regional Treated Supply System Revenue (BAM Insured), 5.000%, 8/1/24		1,340		1,646
Ysleta Independent School District, General Obligation, (PSF Guaranteed), 4.000%, 8/15/25		1,140		1,298
				24,851
Utah—0.2%
Utah Transit Authority, Sales Tax Revenue, 5.000%, 6/15/25		250		316
Vermont—0.3%
Burlington, City of, Airport Revenue, (AGM Insured), 5.000%, 7/1/24		200		232
Vermont Educational & Health Buildings Financing Agency, University of Vermont Health Network Revenue, (Pre-refunded 12/1/16 @100) 5.000%, 12/1/35		300		357
				589
Virginia—1.2%
Riverside Regional Jail Authority, Jail Facility Revenue, (Pre-refunded 1/1/17 @100) 5.000%, 7/1/26		1,250		1,571
Virginia College Building Authority,
Marymount University Revenue, 5.000%, 7/1/20(4)		200		218
Marymount University Revenue, 5.000%, 7/1/21(4)		400		442

	PAR VALUE		VALUE
Virginia—continued
Marymount University Revenue, 5.000%, 7/1/22(4)	$	195	$	218
				2,449
Washington—1.9%
County of King WA Sewer Revenue (Pre-refunded 7/1/26 @ 100) Series B 5.000%, 7/1/36		1,630		1,999
Washington, State of, General Obligation (Pre-refunded 01/01/17 @100) 5.000%, 7/1/25		1,375		1,757
				3,756
West Virginia—0.2%
Monongalia County Building Commission, Monongalia Health System Revenue, 5.000%, 7/1/23		400		478
Wisconsin—1.8%
Public Finance Authority, Waste Management, Inc. Revenue, 2.875%, 5/1/27		250		258
Wisconsin, State of, General Obligation, 5.000%, 5/1/21		1,910		2,245
Public Finance Authority, Renown Regional Medical Center Revenue 5.000%, 6/1/33		1,000		1,187
				3,690
TOTAL MUNICIPAL BONDS (Identified Cost $183,303)				196,673
TOTAL LONG TERM INVESTMENTS—97.7%
(Identified Cost $183,303)				196,673
	SHARES
SHORT-TERM INVESTMENT—2.2%
Money Market Mutual Fund—2.2%
BlackRock Liquidity Funds MuniCash Portfolio – Institutional Shares (seven-day effective yield 0.590%)(5)		4,354,946		4,355
TOTAL SHORT-TERM INVESTMENT (Identified Cost $4,355)				4,355
TOTAL INVESTMENTS—99.9% (Identified Cost $187,658)				201,028	(1)
Other assets and liabilities, net—0.1%				195
NET ASSETS—100.0%			$	201,223

See Notes to Financial Statements

77

VIRTUS TAX-EXEMPT BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

Abbreviations:

AGC Assured Guaranty Corp.

AGM Assured Guaranty Municipal Corp.

AMBAC American Municipal Bond Assurance Corp.

BAM Build America Municipal Insured.

NATL National Public Finance Guarantee Corp.

PSF Permanent School Fund

XLCA XL Capital Assurance

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾  At September 30, 2016, 21.0% of the securities in the portfolio are backed by insurance of financial institutions and financial guaranty assurance agencies. None of the Insurers concentration exceeds 10% of the Fund’s net assets.

⁽⁴⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $1,228 0.6% of net assets.

⁽⁵⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Debt Securities:
Municipal Bonds	$	196,673	$	—	$	196,673
Equity Securities:
Short-Term Investment		4,355		4,355		—
Total Investments	$	201,028	$	4,355	$	196,673

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

78

VIRTUS WEALTH MASTERS FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—99.6%
Consumer Discretionary—33.6%
Amazon.com, Inc.(2)		519	$	435
AMC Networks, Inc. Class A(2)		7,978		414
American Eagle Outfitters, Inc.		22,266		398
AutoNation, Inc.(2)		8,611		419
Buckle, Inc. (The)		16,885		406
Cabela’s, Inc.(2)		8,184		450
Carnival Corp.		8,950		437
CBS Corp. Class B		8,185		448
Choice Hotels International, Inc.		8,791		396
Columbia Sportswear Co.		7,124		404
Comcast Corp. Class A		6,104		405
Dick’s Sporting Goods, Inc.		6,667		378
Dillard’s, Inc. Class A		7,071		446
Discovery Communications, Inc. Class C(2)		17,185		452
DISH Network Corp. Class A(2)		7,701		422
DSW, Inc. Class A		19,098		391
Expedia, Inc.		3,799		443
Federal-Mogul Corp.(2)		42,673		410
Fossil Group, Inc.(2)		14,048		390
Gap, Inc. (The)		18,237		406
Garmin Ltd.		8,460		407
Horton (D.R.), Inc.		13,531		409
Hyatt Hotels Corp. Class A(2)		8,066		397
International Speedway Corp. Class A		12,440		416
L Brands, Inc.		5,626		398
Lands’ End, Inc.(2)(3)		22,769		330
Las Vegas Sands Corp.		7,215		415
Lennar Corp. Class A		9,410		398
Liberty Braves Group Class C(2)		23,632		411
Liberty Broadband Corp. Class C(2)		5,697		407
Liberty Global plc Class C(2)		12,636		418
Liberty Global plc Class C(2)		14,133		396
Liberty Interactive Corp. Class A(2)		22,088		442
Liberty Media Series Class C(2)		14,005		394
Liberty Sirius XM Group Class C(2)		12,332		412
Liberty Tripadvisor Holdings, Class A(2)		19,765		432
Liberty Ventures Class A(2)		10,633		424
Lions Gate Entertainment Corp.		19,575		391
Madison Square Garden Co. (The) Class A(2)		2,359		400
Marriott International, Inc. Class A		5,844		394
Marriott Vacations Worldwide Corp.		5,500		403
Mohawk Industries, Inc.(2)		1,986		398
MSG Networks, Inc. Class A(2)		22,537		419
News Corp. Class A		29,418		411
NIKE, Inc. Class B		7,393		389
Nordstrom, Inc.(3)		8,033		417
Papa John’s International, Inc.		5,230		412
Penn National Gaming, Inc.(2)		31,806		432
Penske Automotive Group, Inc.		8,504		410
Ralph Lauren Corp.		4,134		418
Restaurant Brands International, Inc.		8,910		397
Sears Holdings Corp.(2)		34,914		400
Sears Hometown and Outlet Stores, Inc.(2)		78,874		389
Starbucks Corp.		7,586		411
Starz – Liberty Capital Class A(2)		12,985		405
Tesla Motors, Inc.(2)		1,999		408

	SHARES		VALUE
Consumer Discretionary—continued
Tronc, Inc.		24,008	$	405
Twenty-First Century Fox, Inc. Class A		17,085		414
Under Armour, Inc. Class C(2)		11,932		404
Urban Outfitters, Inc.(2)		11,472		396
Viacom, Inc. Class B		11,374		433
Weight Watchers International, Inc.(2)		39,273		405
Wendy’s Co. (The)		38,632		417
Wynn Resorts Ltd.		3,980		388
				26,222
Consumer Staples—5.3%
Boston Beer Co., Inc. (The) Class A(2)		2,714		421
Brown-Forman Corp. Class B		8,726		414
Estee Lauder Cos., Inc. (The) Class A		4,648		412
HRG Group, Inc.(2)		26,702		419
Kraft Heinz Co.(The)		4,665		418
Lancaster Colony Corp.		3,105		410
Monster Beverage Corp.(2)		2,789		410
Nomad Foods Ltd.(2)		34,119		403
PriceSmart, Inc.		4,960		415
Tootsie Roll Industries, Inc.		10,905		402
				4,124
Energy—7.1%
Archrock, Inc.		34,858		456
Cheniere Energy, Inc.(2)		9,262		404
Chesapeake Energy Corp.(2)		60,838		381
Clayton Williams Energy, Inc.(2)		4,912		420
Continental Resources, Inc.(2)		8,657		450
CVR Energy, Inc.		27,421		378
Exterran Corp.(2)		29,034		455
Hess Corp.		8,724		468
Par Petroleum Corp.(2)		30,374		397
RPC, Inc.(2)		26,560		446
Transocean Ltd.(2)(3)		44,770		477
W&T Offshore, Inc.(2)		256,321		451
Western Refining, Inc.		14,541		385
				5,568
Financials—14.3%
Altisource Portfolio Solutions SA(2)		13,025		422
American Financial Group, Inc.		5,426		407
AmTrust Financial Services, Inc.		15,443		414
Berkley (W.R.) Corp.		7,059		408
Berkshire Hathaway, Inc. Class B(2)		2,799		404
BOK Financial Corp.		6,121		422
Brown & Brown, Inc.		10,898		411
Charles Schwab Corp. (The)		13,168		416
Cohen & Steers, Inc.		9,730		416
Colony Capital, Inc. Class A		22,148		404
Credit Acceptance Corp.(2)		2,070		416
Erie Indemnity Co. Class A		4,079		416
First Citizens BancShares, Inc. Class A		1,470		432
Franklin Resources, Inc.		11,473		408
Gaming and Leisure Properties, Inc.		12,233		409

	SHARES		VALUE
Financials—continued
Greenlight Capital Re Ltd. Class A(2)		20,291	$	415
Hilltop Holdings, Inc.(2)		18,586		417
Leucadia National Corp.		21,424		408
Loews Corp.		10,026		413
Mercury General Corp.		7,425		407
Morningstar, Inc.		5,154		409
National General Holdings Corp.		18,620		414
Ocwen Financial Corp.(2)		115,090		422
PJT Partners, Inc. Class A		16,154		441
Raymond James Financial, Inc.		7,095		413
Third Point Reinsurance Ltd.(2)		33,815		406
WisdomTree Investments, Inc.		39,446		406
				11,176
Health Care—3.7%
Akorn, Inc.(2)		14,766		402
Bruker Corp.		18,350		416
Cerner Corp.(2)		6,577		406
Danaher Corp.		5,295		415
Halozyme Therapeutics, Inc.(2)		32,970		398
Intrexon Corp.(2)(3)		14,592		409
OPKO Health, Inc.(2)(3)		38,329		406
				2,852
Industrials—11.7%
Air Lease Corp.		14,949		427
American Railcar Industries, Inc.		10,388		431
Cintas Corp.		3,571		402
Colfax Corp.(2)		14,192		446
Covanta Holding Corp.		27,680		426
FedEx Corp.		2,357		412
Fortive Corp.		8,031		409
Heartland Express, Inc.		21,789		411
Herc Holdings, Inc.(2)		12,473		420
Hertz Global Holdings, Inc.(2)		8,702		349
Manitowoc Co., Inc. (The)		91,545		438
Manitowoc Foodservice, Inc.(2)		24,229		393
MasTec, Inc.(2)		14,533		432
MSC Industrial Direct Co., Inc. Class A		5,745		422
Navistar International Corp.(2)(3)		18,262		418
Rollins, Inc.		14,161		415
Seaspan Corp.		29,929		399
Solarcity Corp.(2)(3)		22,447		439
Timken Co. (The)		12,451		438
W.W. Grainger, Inc.		1,873		421
Werner Enterprises, Inc.		17,555		409
XPO Logistics, Inc.(2)		11,495		422
				9,179
Information Technology—11.7%
Alphabet, Inc. Class C(2)		528		411
Amkor Technology, Inc.(2)		44,532		433
Anixter International, Inc.(2)		6,814		440
CommerceHub, Inc. Series C(2)		27,234		433
eBay, Inc.(2)		12,816		422
EchoStar Corp. Class A(2)		10,222		448
Facebook, Inc. Class A(2)		3,152		404
IAC/InterActiveCorp.		6,663		416
Intuit, Inc.		3,703		407
Marvell Technology Group Ltd.		31,737		421

See Notes to Financial Statements

79

VIRTUS WEALTH MASTERS FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Information Technology—continued
National Instruments Corp.		14,721	$	418
Oracle Corp.		10,370		407
Paychex, Inc.		6,869		398
PayPal Holdings, Inc.(2)		10,182		417
Pegasystems, Inc.		14,204		419
Rackspace Hosting, Inc.(2)		13,010		412
RealPage, Inc.(2)		15,954		410
salesforce.com, Inc.(2)		5,529		395
SS&C Technologies Holdings, Inc.		12,668		407
Syntel, Inc.		9,503		398
TeleTech Holdings, Inc.		14,136		410
Yahoo!, Inc.(2)		9,284		400
				9,126
Materials—5.4%
Freeport-McMoRan Copper & Gold, Inc.		38,831		421
Huntsman Corp.		26,176		426
LyondellBasell Industries N.V. Class A		5,242		423
NewMarket Corp.		985		423
Novagold Resources, Inc.(2)		71,383		400
Platform Specialty Products Corp.(2)		47,475		385
Scotts Miracle-Gro Co. (The) Class A		5,043		420
Silgan Holdings, Inc.		8,284		419
Timkensteel Corp.(2)		45,027		470

	SHARES		VALUE
Materials—continued
Westlake Chemical Corp.		8,128	$	435
				4,222
Real Estate—6.8%
American Homes 4 Rent Class A		19,045		412
Boston Properties, Inc.		2,989		407
Equity Lifestyle Properties, Inc.		5,228		404
Equity Residential		6,506		419
Host Hotels & Resorts, Inc.		25,638		399
Howard Hughes Corp. (The)(2)		3,551		407
Marcus & Millichap, Inc.(2)		16,363		428
Seritage Growth Properties Class A		8,251		418
Simon Property Group, Inc.		1,944		402
Taubman Centers, Inc.		5,538		412
Urban Edge Properties		14,667		413
Vornado Realty Trust		4,036		408
Washington Prime Group, Inc.		33,880		419
				5,348
TOTAL COMMON STOCKS (Identified Cost $66,649)				77,817
TOTAL LONG TERM INVESTMENTS—99.6%
(Identified Cost $66,649)				77,817

	SHARES		VALUE
SECURITIES LENDING COLLATERAL—4.0%
INVESCO Trust Short-Term Investments Liquid Assets Portfolio (The) – Institutional Shares (seven-day effective yield 0.390%)(4)(5)		3,131,575	$	3,132
TOTAL SECURITIES LENDING COLLATERAL (Identified Cost $3,132)				3,132
TOTAL INVESTMENTS—103.6% (Identified Cost $69,781)				80,949	(1)
Other assets and liabilities, net—(3.6)%				(2,795	)
NET ASSETS—100.0%			$	78,154

Abbreviations:

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

⁽³⁾  All or a portion of security is on loan.

⁽⁴⁾  Represents security purchased with cash collateral received for securities on loan.

⁽⁵⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	77,817	$	77,817
Securities Lending Collateral		3,132		3,132
Total Investments	$	80,949	$	80,949

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held as of September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

80

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

	Bond Fund			CA Tax-Exempt Bond			Essential Resources Fund
Assets
Investment in unaffiliated securities at value(1)	$	75,965		$	30,200		$	4,728
Investments in affiliated securities at value(2)		1,159			—			—
Foreign currency at value(3)		—			—			8
Cash		—			603			73
Receivables
Investment securities sold		1,537			—			30
Fund shares sold		143			—	(5)		—	(5)
Receivable from adviser		—			2			—
Dividends and interest receivable		616			384			6
Tax reclaims		—			—			2
Prepaid expenses		26			15			17
Prepaid trustee retainer		2			1			—	(5)
Other assets		1			—	(5)		—	(5)
Total assets		79,449			31,205			4,864
Liabilities
Cash overdraft		53			—			—
Payables
Fund shares repurchased		188			37			—
Investment securities purchased		1,255			—			33
Dividend distributions		10			7			—
Investment advisory fees		6			—			—	(5)
Distribution and service fees		17			4			—	(5)
Administration fees		8			4			—	(5)
Transfer agent fees and expenses		18			4			—	(5)
Trustees’ fees and expenses		1			—	(5)		—	(5)
Professional fees		31			34			29
Trustee deferred compensation plan		1			—	(5)		—	(5)
Other accrued expenses		6			2			7
Total liabilities		1,594			92			69
Net Assets	$	77,855		$	31,113		$	4,795
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	80,361		$	28,754		$	5,248
Accumulated undistributed net investment income (loss)		108			48			28
Accumulated undistributed net realized gain (loss)		(4,984	)		161			(554	)
Net unrealized appreciation (depreciation) on investments		2,370			2,150			73
Net Assets	$	77,855		$	31,113		$	4,795
Class A
Net asset value (net assets/shares outstanding) per share	$	11.38		$	12.17		$	9.03
Maximum offering price per share NAV/(1–2.75%)	$	—		$	12.51		$	—
Maximum offering price per share NAV/(1–3.75%)	$	11.82		$	—		$	—
Maximum offering price per share NAV/(1–5.75%)	$	—		$	—		$	9.58
Shares of beneficial interest outstanding, par value(4), unlimited authorization		3,879,743			1,598,894			18,688
Net Assets	$	44,136		$	19,464		$	169
Class B
Net asset value (net assets/shares outstanding) and offering price per share	$	11.07		$	—		$	—
Shares of beneficial interest outstanding, par value(4), unlimited authorization		6,700			—			—
Net Assets	$	74		$	—		$	—
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	11.12		$	—		$	8.97
Shares of beneficial interest outstanding, par value(4), unlimited authorization		846,175			—			13,278
Net Assets	$	9,409		$	—		$	119
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	11.56		$	12.15		$	9.05
Shares of beneficial interest outstanding, par value(4), unlimited authorization		2,097,261			959,075			497,968
Net Assets	$	24,236		$	11,649		$	4,507
(1) Investment in unaffiliated securities at cost	$	73,575		$	28,050		$	4,654
(2) Investment in affiliated securities at cost	$	1,179		$	—		$	—
(3) Foreign currency at cost	$	—		$	—		$	8
(4) All Funds with the exception of the Bond Fund have no par value. Bond Fund has a par value of $1.00.
(5) Amount is less than $500.

See Notes to Financial Statements

81

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

	High Yield Fund			Low Duration Income Fund			Low Volatility Equity Fund
Assets
Investment in unaffiliated securities at value(1)	$	74,558		$	398,813		$	3,692
Investments in affiliated securities at value(2)		352			—			—
Cash		1,560			56			42
Deposits with prime broker		—			—			—	(5)
Receivables
Investment securities sold		594			3,748			—
Fund shares sold		50			2,383			—
Receivable from adviser		—			—			6
Dividends and interest receivable		1,133			1,507			—
Tax reclaims		—			—			—
Prepaid expenses		28			39			19
Prepaid trustee retainer		2			5			—	(5)
Other assets		1			5			—	(5)
Total assets		78,278			406,556			3,759
Liabilities
Written options(3)		—			—			2
Payables
Fund shares repurchased		63			2,035			4
Investment securities purchased		1,526			3,854			—
Foreign capital gain taxes payable		—			—	(5)		—
Dividend distributions		27			85			—
Investment advisory fees		24			46			—
Distribution and service fees		16			59			1
Administration fees		8			40			1
Transfer agent fees and expenses		22			59			1
Trustees’ fees and expenses		1			5			—	(5)
Professional fees		37			33			19
Trustee deferred compensation plan		1			5			—	(5)
Other accrued expenses		4			14			1
Total liabilities		1,729			6,235			29
Net Assets	$	76,549		$	400,321		$	3,730
Net Assets Consist of:
Common stock $0.001 par value	$	—		$	37		$	—
Capital paid in on shares of beneficial interest		102,896			397,907			3,648
Accumulated undistributed net investment income (loss)		(39	)		242			17
Accumulated undistributed net realized gain (loss)		(26,231	)		(1,975	)		(553	)
Net unrealized appreciation (depreciation) on investments		(77	)		4,110			618
Net Assets	$	76,549		$	400,321		$	3,730
Class A
Net asset value (net assets/shares outstanding) per share	$	4.18		$	10.90		$	11.57
Maximum offering price per share NAV/(1–2.25%)	$	—		$	11.15		$	—
Maximum offering price per share NAV/(1–3.75%)	$	4.34		$	—		$	—
Maximum offering price per share NAV/(1–5.75%)	$	—		$	—		$	12.28
Shares of beneficial interest outstanding, par value(4), unlimited authorization		15,406,934			9,361,292			141,101
Net Assets	$	64,338		$	102,049		$	1,633
Class B
Net asset value (net assets/shares outstanding) and offering price per share	$	4.06		$	—		$	—
Shares of beneficial interest outstanding, par value(4), unlimited authorization		6,410			—			—
Net Assets	$	26		$	—		$	—
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	4.11		$	10.90		$	11.39
Shares of beneficial interest outstanding, par value(4), unlimited authorization		1,030,260			4,278,336			43,110
Net Assets	$	4,231		$	46,642		$	491
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	4.18		$	10.90		$	11.63
Shares of beneficial interest outstanding, par value(4), unlimited authorization		1,902,756			23,088,910			138,084
Net Assets	$	7,954		$	251,630		$	1,606
(1) Investment in unaffiliated securities at cost	$	74,630		$	394,703		$	3,075
(2) Investments in affiliated securities at cost	$	358		$	—		$	—
(3) Written options premiums received	$	—		$	—		$	4
(4) All of the Funds with the exception of Low Duration Income have no par value. Low Duration Income Fund has a par value of $0.001.
(5) Amount is less than $500.

See Notes to Financial Statements

82

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

	Multi-Sector Intermediate Bond Fund			Senior Floating Rate Fund			Tax-Exempt Bond Fund		Wealth Masters Fund
Assets
Investment in unaffiliated securities at value(1)(2)	$	291,017		$	581,180		$	201,028	$	80,949
Investment in affiliated securities at value(3)		9,186			5,999			—		—
Foreign currency at value(4)		—	(6)		—			—		—
Cash		—			10,549			—		—
Deposits with prime broker		—			—			—		—
Receivables
Investment securities sold		4,974			7,082			—		5,921
Fund shares sold		688			804			1,586		70
Dividends and interest receivable		3,663			1,839			2,429		89
Securities lending receivable		—			—			—		23
Prepaid expenses		49			34			22		29
Prepaid trustee retainer		6			11			3		2
Other assets		4			7			3		1
Total assets		309,587			607,505			205,071		87,084
Liabilities
Cash overdraft		1,324			—			—		4
Payables
Fund shares repurchased		1,014			1,233			790		226
Investment securities purchased		5,265			25,266			2,854		5,425
Borrowings (Note 13)		—			30,000			—		—
Collateral on securities loaned		—			—			—		3,132
Dividend distributions		142			161			21		—
Investment advisory fees		131			267			45		52
Distribution and service fees		84			139			37		28
Administration fees		30			55			21		8
Transfer agent fees and expenses		60			74			32		19
Trustees’ fees and expenses		3			5			2		1
Professional fees		38			47			33		29
Trustee deferred compensation plan		4			7			3		1
Interest payable on line of credit		—			2			—		—
Other accrued expenses		17			70			10		5
Total liabilities		8,112			57,326			3,848		8,930
Net Assets	$	301,475		$	550,179		$	201,223	$	78,154
Net Assets Consist of:
Capital stock $0.001 par	$	—		$	—		$	17	$	—
Capital paid in on shares of beneficial interest		315,097			585,600			187,470		76,368
Accumulated undistributed net investment income (loss)		1,029			(461	)		109		286
Accumulated undistributed net realized gain (loss)		(11,530	)		(24,224	)		258		(9,668	)
Net unrealized appreciation (depreciation) on investments		(3,121	)		(10,736	)		13,369		11,168
Net Assets	$	301,475		$	550,179		$	201,223	$	78,154
Class A
Net asset value (net assets/shares outstanding) per share	$	10.30		$	9.42		$	11.55	$	14.60
Maximum offering price per share NAV/(1–2.75%)	$	—		$	9.69		$	11.88	$	—
Maximum offering price per share NAV/(1–3.75%)	$	10.70		$	—		$	—	$	—
Maximum offering price per share NAV/(1–5.75%)	$	—		$	—		$	—	$	15.49
Shares of beneficial interest outstanding, par value, unlimited authorization		9,607,763			24,154,279			6,036,574		2,274,099
Net Assets	$	98,969		$	227,588		$	69,711	$	33,204
Class B
Net asset value (net assets/shares outstanding) and offering price per share	$	10.27		$	—		$	—	$	—
Shares of beneficial interest outstanding, par value(5), unlimited authorization		167,259			—			—		—
Net Assets	$	1,717		$	—		$	—	$	—
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	10.40		$	9.43		$	11.55	$	14.26
Shares of beneficial interest outstanding, par value(5), unlimited authorization		7,247,009			11,856,330			2,323,161		1,739,887
Net Assets	$	75,350		$	111,839		$	26,833	$	24,816
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	10.31		$	9.41		$	11.55	$	14.66
Shares of beneficial interest outstanding, par value(5), unlimited authorization		11,974,248			22,392,942			9,064,630		1,373,295
Net Assets	$	123,435		$	210,752		$	104,679	$	20,134
Class R6
Net asset value (net assets/shares outstanding) and offering price per share	$	10.31		$	—		$	—	$	—
Shares of beneficial interest outstanding, no par value(5), unlimited authorization		194,426			—			—		—
Net Assets	$	2,004		$	—		$	—	$	—
(1) Investment in unaffiliated securities at cost	$	293,984		$	591,815		$	187,658	$	69,781
(2) Market value of securities on loan	$	—		$	—		$	—	$	3,073
(3) Investment in affiliated securities at cost	$	9,341		$	6,100		$	—	$	—
(4) Foreign currency at cost	$	—	(6)	$	—		$	—	$	—
(5) All of the Funds with the exception of Tax-Exempt Bond Fund have no par value. Tax-Exempt Bond Fund has a par value of $0.001
(6) Amount is less than $500.

See Notes to Financial Statements

83

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS

($ reported in thousands)

	Bond Fund			CA Tax-Exempt Bond			Essential Resources Fund
	Year Ended September 30, 2016			Year Ended September 30, 2016			Year Ended September 30, 2016
Investment Income
Dividends	$	40		$	—		$	106
Dividends from affiliated funds		44			—			—
Interest		3,087			1,217			—	(1)
Foreign taxes withheld		—			—			(7	)
Total investment income		3,171			1,217			99
Expenses
Investment advisory fees		346			141			49
Service fees, Class A		114			50			—	(1)
Distribution and service fees, Class B		1			—			—
Distribution and service fees, Class C		103			—			1
Administration fees		97			40			5
Transfer agent fees and expenses		125			35			2
Registration fees		63			33			59
Printing fees and expenses		27			9			2
Custodian fees		6			1			25
Professional fees		33			37			36
Trustees’ fees and expenses		8			3			1
Miscellaneous expenses		10			4			5
Total expenses		933			353			185
Less expenses reimbursed and/or waived by investment adviser		(244	)		(112	)		(121	)
Earnings credit from custodian		(1	)		—			—	(1)
Low balance account fees		(2	)		—	(1)		—
Net expenses		686			241			64
Net investment income (loss)		2,485			976			35
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		(649	)		218			(525	)
Net realized gain (loss) on foreign currency transactions		—	(1)		—			(2	)
Net increase from payment by affiliate(2)		1			—			—
Net change in unrealized appreciation (depreciation) on unaffiliated investments		2,985			522			1,051
Net change in unrealized appreciation (depreciation) on affiliated investments		7			—			—
Net change in unrealized appreciation (depreciation) on foreign currency translation		—	(1)		—			—	(1)
Net gain (loss) on investments		2,344			740			524
Net increase (decrease) in net assets resulting from operations	$	4,829		$	1,716		$	559

⁽¹⁾ Amount is less than $500.

⁽²⁾ See Note 4I in the Notes to Financial Statements.

See Notes to Financial Statements

84

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

($ reported in thousands)

	High Yield Fund			Low Duration Income Fund
	Year Ended September 30, 2016			Fiscal Period Ended September  30, 2016(3)			Year Ended December 31, 2015
Investment Income
Dividends	$	149		$	90		$	7
Dividends from affiliated fund		13			—			—
Interest		4,332			6,724			5,382
Foreign taxes withheld		—			—			—
Total investment income		4,494			6,814			5,389
Expenses
Investment advisory fees		464			1,408			1,173
Service fees, Class A		150			179			179
Distribution and service fees, Class B		—	(1)		—			—
Distribution and service fees, Class C		36			356			394
Distribution fees, Class I		—			—			15
Administration fees		90			322			260
Transfer agent fees and expenses		134			290			261
Registration fees		60			58			67
Printing fees and expenses		21			57			15
Custodian fees		8			10			8
Professional fees		38			38			37
Trustees’ fees and expenses		7			24			10
Miscellaneous expenses		11			21			18
Total expenses		1,019			2,763			2,437
Less expenses reimbursed and/or waived by investment adviser		(185	)		(906	)		(798	)
Earnings credit from custodian		(3	)		—			—
Low balance account fees		(6	)		—	(1)		—
Net expenses		825			1,857			1,639
Net investment income (loss)		3,669			4,957			3,750
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		(1,272	)		(74	)		(588	)
Net realized gain (loss) on foreign currency transactions		—			—			—	(1)
Net increase from payments by affiliates(2)		3			—			3
Net change in unrealized appreciation (depreciation) on unaffiliated investments		4,424			6,087			(1,490	)
Net change in unrealized appreciation (depreciation) affiliated investments		2			—			—
Net gain (loss) on investments		3,157			6,013			(2,075	)
Net increase (decrease) in net assets resulting from operations	$	6,826		$	10,970		$	1,675

⁽¹⁾ Amount is less than $500.

⁽²⁾ See Note 4I in the Notes to Financial Statements.

⁽³⁾ Fund changed its fiscal year-end to September 30 during the period.

See Notes to Financial Statements

85

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

($ reported in thousands)

	Low Volatility Equity Fund			Multi-Sector Intermediate Bond Fund			Senior Floating Rate Fund
	Year Ended September 30, 2016			Year Ended September 30, 2016			Year Ended September 30, 2016
Investment Income
Dividends	$	96		$	212		$	—
Dividends from affiliated fund		—			349			232
Interest		—			17,331			28,795
Total investment income		96			17,892			29,027
Expenses
Investment advisory fees		45			1,660			3,560
Service fees, Class A		5			251			592
Distribution and service fees, Class B		—			22			—
Distribution and service fees, Class C		11			777			1,216
Administration fees		6			380			747
Transfer agent fees and expenses		6			379			600
Interest expense and fees		—			—			404
Registration fees		44			106			77
Printing fees and expenses		3			72			115
Custodian fees		1			21			20
Professional fees		21			44			62
Trustees’ fees and expenses		1			27			46
Miscellaneous expenses		2			35			218
Total expenses		145			3,774			7,657
Less expenses reimbursed and/or waived by investment adviser		(67	)		(50	)		(38	)
Earnings credit from custodian		—	(1)		(4	)		(24	)
Low balance account fees		—			(1	)		—	(1)
Net expenses		78			3,719			7,595
Net investment income (loss)		18			14,173			21,432
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		(127	)		(5,188	)		(14,295	)
Net realized gain (loss) on affiliated investments		—			—			(49	)
Net realized gain (loss) on foreign currency transactions		—			(23	)		(17	)
Net realized gain (loss) on written options		(370	)		—			—
Net change in unrealized appreciation (depreciation) on unaffiliated investments		609			18,527			15,109
Net change in unrealized appreciation (depreciation) affiliated investments		—			57			75
Net change in unrealized appreciation (depreciation) on foreign currency translations		—			8			—	(1)
Net change in unrealized appreciation (depreciation) on written options		(52	)		—			—
Net gain (loss) on investments		60			13,381			823
Net increase (decrease) in net assets resulting from operations	$	78		$	27,554		$	22,255

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

86

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

($ reported in thousands)

	Tax-Exempt Bond Fund						Wealth Masters Fund
	Fiscal Period Ended September 30, 2016(2)			Year Ended December 31, 2015			Year Ended September 30, 2016
Investment Income
Dividends	$	8		$	1		$	1,303
Interest		5,089			6,729			—
Security lending, net of fees		—			—			555
Foreign taxes withheld		—			—			(2	)
Total investment income		5,097			6,730			1,856
Expenses
Investment advisory fees		675			878			808
Service fees, Class A		136			191			106
Distribution and service fees, Class C		212			294			287
Distribution fees, Class I		—			15			—
Administration fees		189			238			120
Transfer agent fees and expenses		167			216			152
Registration fees		36			52			60
Printing fees and expenses		36			15			30
Custodian fees		3			3			8
Professional fees		36			36			31
Trustees’ fees and expenses		14			9			9
Miscellaneous expenses		13			13			10
Total expenses		1,517			1,960			1,621
Less expenses reimbursed and/or waived by investment adviser		(242	)		(304	)		(74	)
Earnings credit from custodian		—			—			—	(1)
Low balance account fees		—	(1)		—			—	(1)
Total expenses		1,275			1,656			1,547
Net investment income (loss)		3,822			5,074			309
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		345			67			(4,300	)
Net change in unrealized appreciation (depreciation) on unaffiliated investments		1,789			(683	)		13,223
Net gain (loss) on investments		2,134			(616	)		8,923
Net increase (decrease) in net assets resulting from operations	$	5,956		$	4,458		$	9,232

⁽¹⁾ Amount is less than $500.

⁽²⁾ The Fund changed its fiscal year end to September 30 during the period.

See Notes to Financial Statements

87

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS

($ reported in thousands)

	Bond Fund						CA Tax-Exempt Bond
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	2,485		$	2,691		$	976		$	1,095
Net realized gain (loss)		(648	)		(1,801	)		218			672
Net change in unrealized appreciation (depreciation)		2,992			(1,079	)		522			(606	)
Increase (decrease) in net assets resulting from operations		4,829			(189	)		1,716			1,161
From Distributions to Shareholders
Net investment income, Class A		(1,355	)		(1,481	)		(576	)		(736	)
Net investment income, Class B		(2	)		(4	)		—			—
Net investment income, Class C		(236	)		(188	)		—			—
Net investment income, Class I		(650	)		(533	)		(361	)		(396	)
Net realized short-term gains, Class A		—			—			(10	)		(21	)
Net realized short-term gains, Class I		—			—			(6	)		(10	)
Net realized long-term gains, Class A		—			—			(434	)		(706	)
Net realized long-term gains, Class I		—			—			(273	)		(354	)
Return of capital Class A		—			(253	)		—			—
Return of capital Class B		—			(1	)		—			—
Return of capital Class C		—			(41	)		—			—
Return of capital Class I		—			(84	)		—			—
Decrease in net assets from distributions to shareholders		(2,243	)		(2,585	)		(1,660	)		(2,223	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(5,315	)		(3,738	)		(567	)		(1,030	)
Change in net assets from share transactions, Class B		(54	)		(102	)		—			—
Change in net assets from share transactions, Class C		154			2,882			—			—
Change in net assets from share transactions, Class I		5,985			1,612			587			(53	)
Increase (decrease) in net assets from share transactions		770			654			20			(1,083	)
Net increase (decrease) in net assets		3,356			(2,120	)		76			(2,145	)
Net Assets
Beginning of period		74,499			76,619			31,037			33,182
End of period	$	77,855		$	74,499		$	31,113		$	31,037
Accumulated undistributed net investment income (loss) at end of period	$	108		$	(8	)	$	48		$	9

See Notes to Financial Statements

88

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Essential Resources						High Yield Fund
	Year Ended September 30, 2016			From Inception March 24, 2015 to September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	35		$	23		$	3,669		$	4,606
Net realized gain (loss)		(527	)		(26	)		(1,269	)		(2,049	)
Net change in unrealized appreciation (depreciation)		1,051			(978	)		4,426			(4,614	)
Increase (decrease) in net assets resulting from operations		559			(981	)		6,826			(2,057	)
From Distributions to Shareholders
Net investment income, Class A		—	(1)		—			(3,093	)		(4,183	)
Net investment income, Class B		—			—			(2	)		(4	)
Net investment income, Class C		—			—			(162	)		(189	)
Net investment income, Class I		(28	)		—			(421	)		(376	)
Net realized short-term gains, Class A		—	(1)		—			—			—
Net realized short-term gains, Class C		—	(1)		—			—			—
Net realized short-term gains, Class I		(3	)		—			—			—
Decrease in net assets from distributions to shareholders		(31	)		—			(3,678	)		(4,752	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		69			103			579			(4,168	)
Change in net assets from share transactions, Class B		—			—			(15	)		(59	)
Change in net assets from share transactions, Class C		3			129			378			21
Change in net assets from share transactions, Class I		118			4,826			3,137			(969	)
Increase (decrease) in net assets from share transactions		190			5,058			4,079			(5,175	)
Net increase (decrease) in net assets		718			4,077			7,227			(11,984	)
Net Assets
Beginning of period		4,077			—			69,322			81,306
End of period	$	4,795		$	4,077		$	76,549		$	69,322
Accumulated undistributed net investment income (loss) at end of period	$	28		$	23		$	(39	)	$	(30	)

⁽¹⁾ Amount less than $500.

See Notes to Financial Statements

89

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Low Duration Income Fund
	Fiscal Period Ended September 30, 2016(1)			Year Ended December 31, 2015			Year Ended December 31, 2014
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	4,957		$	3,750		$	2,921
Net realized gain (loss)		(74	)		(588	)		(118	)
Net increase in payments by affiliates		—			3			—
Net change in unrealized appreciation (depreciation)		6,087			(1,490	)		(685	)
Increase (decrease) in net assets resulting from operations		10,970			1,675			2,118
From Distributions to Shareholders
Net investment income, Class A		(1,288	)		(1,241	)		(917	)
Net investment income, Class C		(375	)		(392	)		(389	)
Net investment income, Class I		(3,052	)		(2,021	)		(1,607	)
Return of capital Class A		—			(182	)		—
Return of capital Class C		—			(100	)		—
Return of capital Class I		—			(261	)		—
Decrease in net assets from distributions to shareholders		(4,715	)		(4,197	)		(2,913	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		14,626			11,010			36,290
Change in net assets from share transactions, Class C		1,140			(6,317	)		25,981
Change in net assets from share transactions, Class I		97,036			59,540			40,388
Increase (decrease) in net assets from share transactions		112,802			64,233			102,659
Net increase (decrease) in net assets		119,057			61,711			101,864
Net Assets
Beginning of period		281,264			219,553			117,689
End of period	$	400,321		$	281,264		$	219,553
Accumulated undistributed net investment income (loss) at end of period	$	242		$	—		$	(70	)

⁽¹⁾ The Fund changed its fiscal year-end to September 30 during the period.

See Notes to Financial Statements

90

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Low Volatility Equity Fund						Multi-Sector Intermediate Bond Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	18		$	24		$	14,173		$	17,003
Net realized gain (loss)		(497	)		74			(5,211	)		(10,025	)
Net change in unrealized appreciation (depreciation)		557			(272	)		18,592			(19,678	)
Increase (decrease) in net assets resulting from operations		78			(174	)		27,554			(12,700	)
From Distributions to Shareholders
Net investment income, Class A		(8	)		(7	)		(4,295	)		(4,622	)
Net investment income, Class B		—			—			(79	)		(127	)
Net investment income, Class C		—			(2	)		(2,715	)		(2,903	)
Net investment income, Class I		(9	)		(6	)		(5,418	)		(6,036	)
Net investment income, Class R6		—			—			(81	)		(32	)
Net realized short-term gains, Class A		(13	)		—			—			(226	)
Net realized short-term gains, Class B		—			—			—			(8	)
Net realized short-term gains, Class C		(9	)		—			—			(178	)
Net realized short-term gains, Class I		(10	)		—			—			(278	)
Net realized short-term gains, Class R6		—			—			—			(2	)
Net realized long-term gains, Class A		(19	)		—			—			(1,292	)
Net realized long-term gains, Class B		—			—			—			(50	)
Net realized long-term gains, Class C		(13	)		—			—			(1,037	)
Net realized long-term gains, Class I		(13	)		—			—			(1,595	)
Net realized long-term gains, Class R6		—			—			—			(—	)(1)
Return of capital Class A		—			—			—			(625	)
Return of capital Class B		—			—			—			(21	)
Return of capital Class C		—			—			—			(491	)
Return of capital Class I		—			—			—			(770	)
Return of capital Class R6		—			—			—			(5	)
Decrease in net assets from distributions to shareholders		(94	)		(15	)		(12,588	)		(20,298	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(421	)		1,668			(11,062	)		(3,826	)
Change in net assets from share transactions, Class B		—			—			(1,247	)		(2,133	)
Change in net assets from share transactions, Class C		(900	)		1,188			(12,694	)		(3,590	)
Change in net assets from share transactions, Class I		8			77			(21,152	)		8,043
Change in net assets from share transactions, Class R6		—			—			130			1,885
Increase (decrease) in net assets from share transactions		(1,313	)		2,933			(46,025	)		379
Net increase (decrease) in net assets		(1,329	)		2,744			(31,059	)		(32,619	)
Net Assets
Beginning of period		5,059			2,315			332,534			365,153
End of period	$	3,730		$	5,059		$	301,475		$	332,534
Accumulated undistributed net investment income (loss) at end of period	$	17		$	16		$	1,029		$	(249	)

⁽¹⁾ Amount less than $500.

See Notes to Financial Statements

91

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Senior Floating Rate Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	21,432		$	30,523
Net realized gain (loss)		(14,361	)		(9,938	)
Net change in unrealized appreciation (depreciation)		15,184			(16,754	)
Increase (decrease) in net assets resulting from operations		22,255			3,831
From Distributions to Shareholders
Net investment income, Class A		(8,701	)		(11,297	)
Net investment income, Class C		(3,550	)		(5,079	)
Net investment income, Class I		(9,212	)		(14,848	)
Net realized short-term gains, Class A		—			(394	)
Net realized short-term gains, Class C		—			(231	)
Net realized short-term gains, Class I		—			(540	)
Net realized long-term gains, Class A		—			(341	)
Net realized long-term gains, Class C		—			(199	)
Net realized long-term gains, Class I		—			(463	)
Decrease in net assets from distributions to shareholders		(21,463	)		(33,392	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(41,744	)		(15,274	)
Change in net assets from share transactions, Class C		(26,952	)		(33,299	)
Change in net assets from share transactions, Class I		(73,726	)		(159,653	)
Increase (decrease) in net assets from share transactions		(142,422	)		(208,226	)
Net increase (decrease) in net assets		(141,630	)		(237,787	)
Net Assets
Beginning of period		691,809			929,596
End of period	$	550,179		$	691,809
Accumulated undistributed net investment income (loss) at end of period	$	(461	)	$	(347	)

See Notes to Financial Statements

92

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Tax-Exempt Bond Fund
	Fiscal Period Ended September 30, 2016(2)			Year Ended December 31, 2015			Year Ended December 31, 2014
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	3,822		$	5,074		$	5,308
Net realized gain (loss)		345			67			1,214
Net change in unrealized appreciation (depreciation)		1,789			(683	)		8,491
Increase (decrease) in net assets resulting from operations		5,956			4,458			15,013
From Distributions to Shareholders
Net investment income, Class A		(1,394	)		(1,938	)		(2,408	)
Net investment income, Class C		(385	)		(525	)		(595	)
Net investment income, Class I		(2,087	)		(2,479	)		(2,459	)
Net realized short-term gains, Class A		—	(1)		—			—
Net realized short-term gains, Class C		—	(1)		—			—
Net realized short-term gains, Class I		—	(1)		—			—
Net realized long-term gains, Class A		—			(57	)		(4	)
Net realized long-term gains, Class C		—			(23	)		(2	)
Net realized long-term gains, Class I		—			(69	)		(4	)
Decrease in net assets from distributions to shareholders		(3,866	)		(5,091	)		(5,472	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(5,512	)		(5,220	)		(13,624	)
Change in net assets from share transactions, Class C		(3,808	)		(530	)		723
Change in net assets from share transactions, Class I		12,807			4,697			(392	)
Increase (decrease) in net assets from share transactions		3,487			(1,053	)		(13,293	)
Net increase (decrease) in net assets		5,577			(1,686	)		(3,752	)
Net Assets
Beginning of period		195,646			197,332			201,084
End of period	$	201,223		$	195,646		$	197,332
Accumulated undistributed net investment income (loss) at end of period	$	109		$	152		$	22

⁽¹⁾ Amount is less than $500.

⁽²⁾ The Fund changed its fiscal year end to September 30 during the period.

See Notes to Financial Statements

93

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Wealth Masters Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	309		$	378
Net realized gain (loss)		(4,300	)		(563	)
Net change in unrealized appreciation (depreciation)		13,223			(10,130	)
Increase (decrease) in net assets resulting from operations		9,232			(10,315	)
From Distributions to Shareholders
Net investment income, Class A		(112	)		(184	)
Net investment income, Class C		(3	)		—
Net investment income, Class I		(137	)		(252	)
Net realized short-term gains, Class A		(666	)		(1,046	)
Net realized short-term gains, Class C		(438	)		(622	)
Net realized short-term gains, Class I		(391	)		(869	)
Net realized long-term gains, Class A		(231	)		(20	)
Net realized long-term gains, Class C		(152	)		(12	)
Net realized long-term gains, Class I		(136	)		(17	)
Decrease in net assets from distributions to shareholders		(2,266	)		(3,022	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(23,994	)		4,094
Change in net assets from share transactions, Class C		(11,563	)		7,353
Change in net assets from share transactions, Class I		(14,030	)		(12,645	)
Increase (decrease) in net assets from share transactions		(49,587	)		(1,198	)
Net increase (decrease) in net assets		(42,621	)		(14,535	)
Net Assets
Beginning of period		120,775			135,310
End of period	$	78,154		$	120,775
Accumulated undistributed net investment income (loss) at end of period	$	286		$	229

See Notes to Financial Statements

94

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Return of Capital			Total Distributions			Payment from Affiliate			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimburse ments)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Bond Fund
Class A
10/1/15 to 9/30/16		$	11.02		0.36		0.33			0.69			(0.33	)		—			—			(0.33	)		—	(5)		0.36			$	11.38		6.38	%(11)		$	44,136		0.86	%(10)(12)		1.18	%		3.28	%		64	%
10/1/14 to 9/30/15			11.43		0.40		(0.43	)		(0.03	)		(0.32	)		—			(0.06	)		(0.38	)		—			(0.41	)			11.02		(0.26	)			48,064		0.85			1.12			3.55			64
10/1/13 to 9/30/14			11.21		0.47		0.22			0.69			(0.47	)		—			—			(0.47	)		—			0.22				11.43		6.18				53,603		0.85			1.10			4.08			38
10/1/12 to 9/30/13			11.61		0.43		(0.41	)		0.02			(0.42	)		—			—			(0.42	)		—			(0.40	)			11.21		0.17				57,286		0.85			1.07			3.75			107
10/1/11 to 9/30/12			10.96		0.35		0.67			1.02			(0.37	)		—			—			(0.37	)		—			0.65				11.61		9.34				67,804		0.85			1.02			3.12			210
Class B
10/1/15 to 9/30/16		$	10.74		0.27		0.31			0.58			(0.25	)		—			—			(0.25	)		—	(5)		0.33			$	11.07		5.47	%(11)		$	74		1.61	%(10)(12)		1.92	%		2.54	%		64	%
10/1/14 to 9/30/15			11.14		0.31		(0.41	)		(0.10	)		(0.24	)		—			(0.06	)		(0.30	)		—			(0.40	)			10.74		(0.91	)			126		1.60			1.86			2.82			64
10/1/13 to 9/30/14			10.95		0.37		0.20			0.57			(0.38	)		—			—			(0.38	)		—			0.19				11.14		5.27				233		1.60			1.84			3.34			38
10/1/12 to 9/30/13			11.34		0.33		(0.38	)		(0.05	)		(0.34	)		—			—			(0.34	)		—			(0.39	)			10.95		(0.50	)			401		1.60			1.82			2.95			107
10/1/11 to 9/30/12			10.71		0.27		0.64			0.91			(0.28	)		—			—			(0.28	)		—			0.63				11.34		8.48				727		1.60			1.77			2.43			210
Class C
10/1/15 to 9/30/16		$	10.78		0.27		0.32			0.59			(0.25	)		—			—			(0.25	)		—	(5)		0.34			$	11.12		5.54	%(11)		$	9,409		1.61	%(10)(12)		1.93	%		2.52	%		64	%
10/1/14 to 9/30/15			11.19		0.30		(0.41	)		(0.11	)		(0.24	)		—			(0.06	)		(0.30	)		—			(0.41	)			10.78		(1.00	)			8,853		1.60			1.87			2.74			64
10/1/13 to 9/30/14			10.99		0.37		0.21			0.58			(0.38	)		—			—			(0.38	)		—			0.20				11.19		5.34				6,315		1.60			1.85			3.33			38
10/1/12 to 9/30/13			11.38		0.34		(0.39	)		(0.05	)		(0.34	)		—			—			(0.34	)		—			(0.39	)			10.99		(0.51	)			6,825		1.60			1.82			2.99			107
10/1/11 to 9/30/12			10.75		0.26		0.65			0.91			(0.28	)		—			—			(0.28	)		—			0.63				11.38		8.55				8,756		1.60			1.77			2.36			210
Class I
10/1/15 to 9/30/16		$	11.19		0.40		0.33			0.73			(0.36	)		—			—			(0.36	)		—	(5)		0.37			$	11.56		6.63	%(11)		$	24,236		0.61	%(10)(12)		0.93	%		3.51	%		64	%
10/1/14 to 9/30/15			11.59		0.43		(0.42	)		0.01			(0.35	)		—			(0.06	)		(0.41	)		—			(0.40	)			11.19		0.08				17,456		0.60			0.87			3.78			64
10/1/13 to 9/30/14			11.37		0.50		0.21			0.71			(0.49	)		—			—			(0.49	)		—			0.22				11.59		6.35				16,468		0.60			0.85			4.33			38
10/1/12 to 9/30/13			11.76		0.47		(0.41	)		0.06			(0.45	)		—			—			(0.45	)		—			(0.39	)			11.37		0.49				22,037		0.60			0.82			3.98			107
10/1/11 to 9/30/12			11.10		0.39		0.66			1.05			(0.39	)		—			—			(0.39	)		—			0.66				11.76		9.64				29,527		0.60			0.77			3.39			210
CA Tax-Exempt
Bond Fund
Class A
10/1/15 to 9/30/16		$	12.14		0.37		0.29			0.66			(0.36	)		(0.27	)		—			(0.63	)		—			0.03			$	12.17		5.56	%		$	19,464		0.86	%(12)		1.22	%		3.03	%		21	%
10/1/14 to 9/30/15			12.51		0.39		0.03			0.42			(0.40	)		(0.39	)		—			(0.79	)		—			(0.37	)			12.14		3.44				19,978		0.85			1.18			3.16			24
10/1/13 to 9/30/14			12.10		0.43		0.64			1.07			(0.42	)		(0.24	)		—			(0.66	)		—			0.41				12.51		9.16				21,729		0.85			1.11			3.49			7
10/1/12 to 9/30/13			12.96		0.43		(0.68	)		(0.25	)		(0.43	)		(0.18	)		—			(0.61	)		—			(0.86	)			12.10		(2.12	)			22,612		0.85			1.04			3.39			22
10/1/11 to 9/30/12			12.30		0.46		0.68			1.14			(0.48	)		—			—			(0.48	)		—			0.66				12.96		9.40				28,803		0.85			1.04			3.65			16
Class I
10/1/15 to 9/30/16		$	12.12		0.40		0.29			0.69			(0.39	)		(0.27	)		—			(0.66	)		—			0.03			$	12.15		5.83	%		$	11,649		0.61	%(12)		0.97	%		3.28	%		21	%
10/1/14 to 9/30/15			12.49		0.42		0.03			0.45			(0.43	)		(0.39	)		—			(0.82	)		—			(0.37	)			12.12		3.71				11,059		0.60			0.93			3.41			24
10/1/13 to 9/30/14			12.09		0.45		0.64			1.09			(0.45	)		(0.24	)		—			(0.69	)		—			0.40				12.49		9.36				11,453		0.60			0.83			3.74			7
10/1/12 to 9/30/13			12.95		0.46		(0.68	)		(0.22	)		(0.46	)		(0.18	)		—			(0.64	)		—			(0.86	)			12.09		(1.88	)			26,026		0.60			0.79			3.65			22
10/1/11 to 9/30/12			12.29		0.49		0.68			1.17			(0.51	)		—			—			(0.51	)		—			0.66				12.95		9.68				28,639		0.60			0.79			3.90			16

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

95

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Payment from Affiliate			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimburse ments)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Essential Resources
Fund
Class A
10/1/15 to 9/30/16		$	8.04		0.04			1.00			1.04			(0.04	)		(0.01	)		(0.05	)		—			0.99			$	9.03		12.93	%		$	169		1.67	%(10)(12)		4.30	%		0.51	%		88	%
3/24/15(6) to 9/30/15			10.00		0.03			(1.99	)		(1.96	)		—			—			—			—			(1.96	)			8.04		(19.60	)(4)			84		1.65	(3)		6.26	(3)		0.66	(3)		48	(4)
Class C
10/1/15 to 9/30/16		$	8.01		(0.02	)		0.99			0.97			—			(0.01	)		(0.01	)		—			0.96			$	8.97		12.07	%		$	119		2.41	%(10)(12)		5.12	%		(0.19	)%		88	%
3/24/15(6) to 9/30/15			10.00		(—	)(5)		(1.99	)		(1.99	)		—			—			—			—			(1.99	)			8.01		(19.90	)(4)			104		2.40	(3)		7.26	(3)		(0.10	)(3)		48	(4)
Class I
10/1/15 to 9/30/16		$	8.05		0.07			1.00			1.07			(0.06	)		(0.01	)		(0.07	)		—			1.00			$	9.05		13.27	%		$	4,507		1.41	%(10)(12)		4.14	%		0.83	%		88	%
3/24/15(6) to 9/30/15			10.00		0.05			(2.00	)		(1.95	)		—			—			—			—			(1.95	)			8.05		(19.50	)(4)			3,889		1.40	(3)		5.98	(3)		0.93	(3)		48	(4)
High Yield Fund
Class A
10/1/15 to 9/30/16		$	3.98		0.21			0.20			0.41			(0.21	)		—			(0.21	)		—	(5)		0.20			$	4.18		10.59	%(11)		$	64,338		1.15	%(10)(12)		1.42	%		5.15	%		81	%
10/1/14 to 9/30/15			4.35		0.22			(0.36	)		(0.14	)		(0.23	)		—			(0.23	)		—			(0.37	)			3.98		(3.39	)			60,951		1.15			1.32			5.26			94
10/1/13 to 9/30/14			4.27		0.24			0.08			0.32			(0.24	)		—			(0.24	)		—			0.08				4.35		7.53				71,042		1.15			1.31			5.55			82
10/1/12 to 9/30/13			4.28		0.26			(0.01	)		0.25			(0.26	)		—			(0.26	)		—			(0.01	)			4.27		5.98				80,155		1.15			1.31			6.05			100
10/1/11 to 9/30/12			3.85		0.28			0.44			0.72			(0.29	)		—			(0.29	)		—			0.43				4.28		19.19				98,701		1.15			1.31			6.82			92
Class B
10/1/15 to 9/30/16		$	3.88		0.17			0.19			0.36			(0.18	)		—			(0.18	)		—	(5)		0.18			$	4.06		9.52	%(11)		$	26		1.90	%(10)(12)		2.16	%		4.40	%		81	%
10/1/14 to 9/30/15			4.24		0.19			(0.35	)		(0.16	)		(0.20	)		—			(0.20	)		—			(0.36	)			3.88		(3.96	)			41		1.90			2.07			4.54			94
10/1/13 to 9/30/14			4.17		0.21			0.07			0.28			(0.21	)		—			(0.21	)		—			0.07				4.24		6.68				106		1.90			2.07			4.80			82
10/1/12 to 9/30/13			4.19		0.23			(0.02	)		0.21			(0.23	)		—			(0.23	)		—			(0.02	)			4.17		5.06				131		1.90			2.05			5.31			100
10/1/11 to 9/30/12			3.77		0.24			0.44			0.68			(0.26	)		—			(0.26	)		—			0.42				4.19		18.46				307		1.90			2.06			6.07			92
Class C
10/1/15 to 9/30/16		$	3.92		0.17			0.20			0.37			(0.18	)		—			(0.18	)		—	(5)		0.19			$	4.11		9.68	%(11)		$	4,231		1.90	%(10)(12)		2.17	%		4.40	%		81	%
10/1/14 to 9/30/15			4.28		0.19			(0.35	)		(0.16	)		(0.20	)		—			(0.20	)		—			(0.36	)			3.92		(3.93	)			3,705		1.90			2.07			4.52			94
10/1/13 to 9/30/14			4.21		0.21			0.07			0.28			(0.21	)		—			(0.21	)		—			0.07				4.28		6.60				4,038		1.90			2.07			4.79			82
10/1/12 to 9/30/13			4.23		0.23			(0.02	)		0.21			(0.23	)		—			(0.23	)		—			(0.02	)			4.21		5.00				3,302		1.90			2.06			5.31			100
10/1/11 to 9/30/12			3.80		0.25			0.44			0.69			(0.26	)		—			(0.26	)		—			0.43				4.23		18.59				2,944		1.90			2.07			6.07			92
Class I
10/1/15 to 9/30/16		$	3.98		0.21			0.21			0.42			(0.22	)		—			(0.22	)		—	(5)		0.20			$	4.18		10.86	%(11)		$	7,954		0.90	%(10)(12)		1.16	%		5.38	%		81	%
10/1/14 to 9/30/15			4.35		0.23			(0.36	)		(0.13	)		(0.24	)		—			(0.24	)		—			(0.37	)			3.98		(3.15	)			4,625		0.90			1.07			5.53			94
10/1/13 to 9/30/14			4.27		0.26			0.07			0.33			(0.25	)		—			(0.25	)		—			0.08				4.35		7.80				6,120		0.90			1.07			5.80			82
10/1/12 to 9/30/13			4.28		0.27			(0.01	)		0.26			(0.27	)		—			(0.27	)		—			(0.01	)			4.27		6.25				5,812		0.90			1.05			6.37			100
8/8/12(6) to 9/30/12			4.23		0.04			0.06			0.10			(0.05	)		—			(0.05	)		—			0.05				4.28		2.37	(4)			102		0.90	(3)		1.08	(3)		6.86	(3)		92	(4)

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

96

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain/(Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Return of Capital			Total Distributions			Payment from Affiliate			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Operating Expenses to     Average Net Assets(8)			Ratio of Gross Operating Expenses to Average Net Assets(8)			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
Low Duration Income
Fund
Class A
1/1/16 to 9/30/16(14)		$	10.70		0.15			0.20			0.35			(0.15	)		—			—			(0.15	)		—			0.20			$	10.90		3.25	%(4)		$	102,049		0.76	%(3)(12)		1.12	%(3)		1.89	%(3)		38	%(4)
1/1/15 to 12/31/15			10.82		0.19			(0.09	)		0.10			(0.19	)		—			(0.03	)		(0.22	)		—	(5)		(0.12	)			10.70		0.89	(11)			85,666		0.75			1.12			1.77			56
1/1/14 to 12/31/14			10.83		0.22			(0.01	)		0.21			(0.22	)		—			—			(0.22	)		—			(0.01	)			10.82		1.94				75,456		0.92	(7)		1.11			2.02			58
1/1/13 to 12/31/13			10.96		0.21			(0.13	)		0.08			(0.21	)		—			—			(0.21	)		—			(0.13	)			10.83		0.76				39,436		0.95			1.14			1.93			51
1/1/12 to 12/31/12			10.54		0.23			0.41			0.64			(0.22	)		—			—			(0.22	)		—			0.42				10.96		6.14				28,266		0.96	(12)		1.20			2.12			87	(13)
1/1/11 to 12/31/11			10.51		0.28			0.03			0.31			(0.28	)		—			—			(0.28	)		—			0.03				10.54		2.99				15,145		0.95			1.13			2.62			47
Class C
1/1/16 to 9/30/16(14)		$	10.70		0.09			0.19			0.28			(0.08	)		—			—			(0.08	)		—			0.20			$	10.90		2.67	%(4)		$	46,642		1.51	%(3)(12)		1.87	%(3)		1.15	%(3)		38	%(4)
1/1/15 to 12/31/15			10.82		0.11			(0.10	)		0.01			(0.10	)		—			(0.03	)		(0.13	)		—	(5)		(0.12	)			10.70		0.13	(11)			44,621		1.50			1.86			1.02			56
1/1/14 to 12/31/14			10.84		0.14			(0.02	)		0.12			(0.14	)		—			—			(0.14	)		—			(0.02	)			10.82		1.08				51,303		1.68	(7)		1.87			1.28			58
1/1/13 to 12/31/13			10.97		0.13			(0.13	)		—			(0.13	)		—			—			(0.13	)		—			(0.13	)			10.84		0.01				25,463		1.70			1.89			1.17			51
1/1/12 to 12/31/12			10.54		0.15			0.42			0.57			(0.14	)		—			—			(0.14	)		—			0.43				10.97		5.44				20,156		1.71	(12)		1.95			1.38			87	(13)
1/1/11 to 12/31/11			10.51		0.20			0.03			0.23			(0.20	)		—			—			(0.20	)		—			0.03				10.54		2.23				13,761		1.70			1.88			1.86			47
Class I
1/1/16 to 9/30/16(14)		$	10.70		0.17			0.20			0.37			(0.17	)		—			—			(0.17	)		—			0.20			$	10.90		3.44	%(4)		$	251,630		0.52	%(3)(12)		0.87	%(3)		2.15	%(3)		38	%(4)
1/1/15 to 12/31/15			10.81		0.22			(0.09	)		0.13			(0.21	)		—			(0.03	)		(0.24	)		—	(5)		(0.11	)			10.70		1.24	(11)			150,977		0.50			0.88			2.03			56
1/1/14 to 12/31/14			10.83		0.25			(0.02	)		0.23			(0.25	)		—			—			(0.25	)		—			(0.02	)			10.81		2.10				92,794		0.68	(7)		0.91			2.27			58
1/1/13 to 12/31/13			10.96		0.24			(0.13	)		0.11			(0.24	)		—			—			(0.24	)		—			(0.13	)			10.83		1.02				52,790		0.70			0.94			2.18			51
1/1/12 to 12/31/12			10.54		0.26			0.41			0.67			(0.25	)		—			—			(0.25	)		—			0.42				10.96		6.40				29,513		0.73	(12)		0.99			2.40			87	(13)
1/1/11 to 12/31/11			10.51		0.31			0.03			0.34			(0.31	)		—			—			(0.31	)		—			0.03				10.54		3.25				65,206		0.70			0.93			2.91			47
Low Volatility
Equity Fund
Class A
10/1/15 to 9/30/16		$	11.45		0.05			0.28			0.33			(0.04	)		(0.17	)		—			(0.21	)		—			0.12			$	11.57		2.82	%		$	1,633		1.56	%(10)(12)		2.98	%		0.46	%		10	%
10/1/14 to 9/30/15			11.71		0.08			(0.30	)		(0.22	)		(0.04	)		—			—			(0.04	)		—	(5)		(0.26	)			11.45		(1.88	)(11)			2,055		1.55			2.70			0.64			1
10/1/13 to 9/30/14			10.24		0.06			1.50			1.56			(0.09	)		—			—			(0.09	)		—			1.47				11.71		15.23				485		1.55			6.15			0.56			3
6/11/13(6) to 9/30/13			10.00		0.06			0.18			0.24			—			—			—			—			—			0.24				10.24		2.40	(4)			136		1.55	(3)		7.66	(3)		2.00	(3)		0
Class C
10/1/15 to 9/30/16		$	11.32		(0.04	)		0.28			0.24			—			(0.17	)		—			(0.17	)		—			0.07			$	11.39		2.05	%		$	491		2.31	%(10)(12)		3.64	%		(0.39	)%		10	%
10/1/14 to 9/30/15			11.64		0.01			(0.31	)		(0.30	)		(0.02	)		—			—			(0.02	)		—	(5)		(0.32	)			11.32		(2.61	)(11)			1,423		2.30			3.47			0.04			1
10/1/13 to 9/30/14			10.21		(0.02	)		1.50			1.48			(0.05	)		—			—			(0.05	)		—			1.43				11.64		14.47				291		2.30			6.72			(0.19	)		3
6/11/13(6) to 9/30/13			10.00		0.03			0.18			0.21			—			—			—			—			—			0.21				10.21		2.10	(4)			130		2.30	(3)		8.49	(3)		0.99	(3)		0
Class I
10/1/15 to 9/30/16		$	11.50		0.09			0.27			0.36			(0.06	)		(0.17	)		—			(0.23	)		—			0.13			$	11.63		3.08	%		$	1,606		1.32	%(10)(12)		2.78	%		0.80	%		10	%
10/1/14 to 9/30/15			11.73		0.09			(0.27	)		(0.18	)		(0.05	)		—			—			(0.05	)		—	(5)		(0.23	)			11.50		(1.57	)(11)			1,581		1.30			2.62			0.79			1
10/1/13 to 9/30/14			10.25		0.07			1.51			1.58			(0.10	)		—			—			(0.10	)		—			1.48				11.73		15.45				1,539		1.30			5.32			0.67			3
6/11/13(6) to 9/30/13			10.00		0.07			0.18			0.25			—			—			—			—			—			0.25				10.25		2.50	(4)			1,332		1.30	(3)		7.51	(3)		2.23	(3)		0

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

97

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Return of Capital			Total Distributions			Payment from Affiliate			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimburse ments)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Multi-Sector Intermediate
Bond Fund
Class A
10/1/15 to 9/30/16		$	9.76		0.47		0.49			0.96			(0.42	)		—			—			(0.42	)		—			0.54			$	10.30		10.15	%		$	98,969		1.14	%(10)(12)		1.15	%		4.80	%		60	%
10/1/14 to 9/30/15			10.70		0.49		(0.85	)		(0.36	)		(0.40	)		(0.13	)		(0.05	)		(0.58	)		—	(5)		(0.94	)			9.76		(3.41	)(11)			104,833		1.10			1.10			4.81			66
10/1/13 to 9/30/14			10.77		0.54		0.11			0.65			(0.52	)		(0.20	)		—			(0.72	)		—			(0.07	)			10.70		6.18				119,423		1.11			1.11			5.00			54
10/1/12 to 9/30/13			11.15		0.57		(0.28	)		0.29			(0.55	)		(0.12	)		—			(0.67	)		—			(0.38	)			10.77		2.59				184,524		1.10			1.10			5.13			77
10/1/11 to 9/30/12			10.24		0.62		0.93			1.55			(0.64	)		—			—			(0.64	)		—			0.91				11.15		15.51				196,554		1.13			1.13			5.73			76
Class B
10/1/15 to 9/30/16		$	9.73		0.39		0.50			0.89			(0.35	)		—			—			(0.35	)		—			0.54			$	10.27		9.36	%		$	1,717		1.88	%(10)(12)		1.90	%		4.04	%		60	%
10/1/14 to 9/30/15			10.67		0.41		(0.84	)		(0.43	)		(0.33	)		(0.13	)		(0.05	)		(0.51	)		—	(5)		(0.94	)			9.73		(4.14	)(11)			2,868		1.85			1.85			4.01			66
10/1/13 to 9/30/14			10.74		0.46		0.11			0.57			(0.44	)		(0.20	)		—			(0.64	)		—			(0.07	)			10.67		5.40				5,360		1.86			1.86			4.26			54
10/1/12 to 9/30/13			11.12		0.49		(0.28	)		0.21			(0.47	)		(0.12	)		—			(0.59	)		—			(0.38	)			10.74		1.83				7,603		1.85			1.85			4.39			77
10/1/11 to 9/30/12			10.22		0.54		0.92			1.46			(0.56	)		—			—			(0.56	)		—			0.90				11.12		14.59				9,974		1.88			1.88			5.02			76
Class C
10/1/15 to 9/30/16		$	9.85		0.40		0.50			0.90			(0.35	)		—			—			(0.35	)		—			0.55			$	10.40		9.34	%		$	75,350		1.88	%(10)(12)		1.90	%		4.04	%		60	%
10/1/14 to 9/30/15			10.79		0.42		(0.85	)		(0.43	)		(0.33	)		(0.13	)		(0.05	)		(0.51	)		—	(5)		(0.94	)			9.85		(4.11	)(11)			84,099		1.85			1.85			4.06			66
10/1/13 to 9/30/14			10.86		0.47		0.10			0.57			(0.44	)		(0.20	)		—			(0.64	)		—			(0.07	)			10.79		5.33				96,072		1.86			1.86			4.25			54
10/1/12 to 9/30/13			11.23		0.49		(0.27	)		0.22			(0.47	)		(0.12	)		—			(0.59	)		—			(0.37	)			10.86		1.90				104,591		1.85			1.85			4.39			77
10/1/11 to 9/30/12			10.31		0.54		0.94			1.48			(0.56	)		—			—			(0.56	)		—			0.92				11.23		14.65				108,595		1.88			1.88			4.98			76
Class I
10/1/15 to 9/30/16		$	9.77		0.50		0.49			0.99			(0.45	)		—			—			(0.45	)		—			0.54			$	10.31		10.42	%		$	123,435		0.88	%(10)(12)		0.90	%		5.04	%		60	%
10/1/14 to 9/30/15			10.71		0.52		(0.85	)		(0.33	)		(0.43	)		(0.13	)		(0.05	)		(0.61	)		—	(5)		(0.94	)			9.77		(3.17	)(11)			138,956		0.85			0.85			5.06			66
10/1/13 to 9/30/14			10.77		0.57		0.12			0.69			(0.55	)		(0.20	)		—			(0.75	)		—			(0.06	)			10.71		6.54				144,298		0.86			0.86			5.24			54
10/1/12 to 9/30/13			11.15		0.60		(0.28	)		0.32			(0.58	)		(0.12	)		—			(0.70	)		—			(0.38	)			10.77		2.85				86,387		0.85			0.85			5.38			77
10/1/11 to 9/30/12			10.24		0.64		0.93			1.57			(0.66	)		—			—			(0.66	)		—			0.91				11.15		15.80				74,847		0.88			0.88			5.93			76
Class R6
10/1/15 to 9/30/16		$	9.77		0.50		0.50			1.00			(0.46	)		—			—			(0.46	)		—			0.54			$	10.31		10.50	%		$	2,004		0.81	%(10)(12)		0.83	%		5.12	%		60	%
11/14/14(6) to 9/30/15			10.67		0.46		(0.81	)		(0.35	)		(0.37	)		(0.13	)		(0.05	)		(0.55	)		—	(5)		(0.90	)			9.77		(3.31	)(4)(11)			1,778		0.76			0.77	(3)		5.12	(3)		66

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

98

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Payment from Affiliate			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets(8)			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
Senior Floating
Rate Fund
Class A
10/1/15 to 9/30/16		$	9.36		0.34		0.06			0.40			(0.34	)		—			(0.34	)		—			0.06			$	9.42		4.42	%		$	227,588		1.23	%(9)(10)(12)		1.24	%		3.67	%		48	%
10/1/14 to 9/30/15			9.72		0.38		(0.32	)		0.06			(0.39	)		(0.03	)		(0.42	)		—	(5)		(0.36	)			9.36		0.53	(11)			268,596		1.20	(9)		1.20			3.94			34
10/1/13 to 9/30/14			9.79		0.37		(0.07	)		0.30			(0.37	)		—			(0.37	)		—			(0.07	)			9.72		3.08				294,617		1.18	(9)		1.18			3.79			77
10/1/12 to 9/30/13			9.79		0.42		0.04			0.46			(0.46	)		(—	)(5)		(0.46	)		—			—				9.79		4.84				386,113		1.21	(9)		1.21			4.29			68
10/1/11 to 9/30/12			9.28		0.49		0.49			0.98			(0.47	)		—			(0.47	)		—			0.51				9.79		10.75				256,397		1.23	(9)		1.23			5.06			56
Class C
10/1/15 to 9/30/16		$	9.37		0.27		0.06			0.33			(0.27	)		—			(0.27	)		—			0.06			$	9.43		3.63	%		$	111,839		1.98	%(9)(10)(12)		1.99	%		2.92	%		48	%
10/1/14 to 9/30/15			9.73		0.31		(0.33	)		(0.02	)		(0.31	)		(0.03	)		(0.34	)		—	(5)		(0.36	)			9.37		(0.22	)(11)			138,478		1.95	(9)		1.95			3.19			34
10/1/13 to 9/30/14			9.81		0.30		(0.08	)		0.22			(0.30	)		—			(0.30	)		—			(0.08	)			9.73		2.20				177,485		1.93	(9)		1.93			3.04			77
10/1/12 to 9/30/13			9.80		0.35		0.05			0.40			(0.39	)		(—	)(5)		(0.39	)		—			0.01				9.81		4.15				182,667		1.96	(9)		1.96			3.51			68
10/1/11 to 9/30/12			9.29		0.41		0.50			0.91			(0.40	)		—			(0.40	)		—			0.51				9.80		9.92				95,078		1.98	(9)		1.98			4.31			56
Class I
10/1/15 to 9/30/16		$	9.35		0.36		0.06			0.42			(0.36	)		—			(0.36	)		—			0.06			$	9.41		4.69	%		$	210,752		0.97	%(9)(10)(12)		0.98	%		3.91	%		48	%
10/1/14 to 9/30/15			9.71		0.40		(0.32	)		0.08			(0.41	)		(0.03	)		(0.44	)		—	(5)		(0.36	)			9.35		0.78	(11)			284,735		0.95	(9)		0.95			4.20			34
10/1/13 to 9/30/14			9.79		0.40		(0.09	)		0.31			(0.39	)		—			(0.39	)		—			(0.08	)			9.71		3.23				457,494		0.93	(9)		0.93			4.06			77
10/1/12 to 9/30/13			9.78		0.43		0.07			0.50			(0.49	)		(—	)(5)		(0.49	)		—			0.01				9.79		5.21				381,791		0.96	(9)		0.96			4.41			68
10/1/11 to 9/30/12			9.27		0.51		0.49			1.00			(0.49	)		—			(0.49	)		—			0.51				9.78		11.04				94,193		0.98	(9)		0.98			5.31			56
Tax-Exempt Bond
Fund
Class A
1/1/16 to 9/30/16(14)		$	11.43		0.22		0.12			0.34			(0.22	)		—			(0.22	)		—			0.12			$	11.55		3.00	%(4)		$	69,711		0.87	%(3)(12)		1.03	%(3)		2.53	%(3)		9	%(4)
1/1/15 to 12/31/15			11.46		0.30		(0.03	)		0.27			(0.29	)		(0.01	)		(0.30	)		—			(0.03	)			11.43		2.39				74,418		0.85			1.00			2.60			10
1/1/14 to 12/31/14			10.91		0.31		0.56			0.87			(0.32	)		—	(5)		(0.32	)		—			0.55				11.46		7.94				79,906		0.85			0.99			2.73			22
1/1/13 to 12/31/13			11.62		0.30		(0.71	)		(0.41	)		(0.30	)		—			(0.30	)		—			(0.71	)			10.91		(3.48	)			89,303		0.85			0.98			2.66			29
1/1/12 to 12/31/12			11.10		0.30		0.52			0.82			(0.30	)		—			(0.30	)		—			0.52				11.62		7.45				143,397		0.87	(12)		1.00			2.61			35
1/1/11 to 12/31/11			10.38		0.39		0.74			1.13			(0.41	)		—			(0.41	)		—			0.72				11.10		10.98				107,873		0.81			0.98			3.62			59
Class C
1/1/16 to 9/30/16(14)		$	11.43		0.15		0.13			0.28			(0.16	)		—			(0.16	)		—			0.12			$	11.55		2.42	%(4)		$	26,833		1.61	%(3)(12)		1.78	%(3)		1.78	%(3)		9	%(4)
1/1/15 to 12/31/15			11.46		0.21		(0.03	)		0.18			(0.20	)		(0.01	)		(0.21	)		—			(0.03	)			11.43		1.62				30,316		1.60			1.75			1.85			10
1/1/14 to 12/31/14			10.92		0.22		0.55			0.77			(0.23	)		—	(5)		(0.23	)		—			0.54				11.46		7.13				30,967		1.60			1.74			1.98			22
1/1/13 to 12/31/13			11.63		0.22		(0.72	)		(0.50	)		(0.21	)		—			(0.21	)		—			(0.71	)			10.92		(4.29	)			28,845		1.60			1.73			1.92			29
1/1/12 to 12/31/12			11.10		0.21		0.54			0.75			(0.22	)		—			(0.22	)		—			0.53				11.63		6.74				39,792		1.62	(12)		1.75			1.86			35
1/1/11 to 12/31/11			10.38		0.31		0.74			1.05			(0.33	)		—			(0.33	)		—			0.72				11.10		10.15				28,641		1.54			1.70			2.91			59
Class I
1/1/16 to 9/30/16(14)		$	11.43		0.24		0.12			0.36			(0.24	)		—			(0.24	)		—			0.12			$	11.55		3.19	%(4)		$	104,679		0.62	%(3)(12)		0.78	%(3)		2.78	%(3)		9	%(4)
1/1/15 to 12/31/15			11.46		0.33		(0.03	)		0.30			(0.32	)		(0.01	)		(0.33	)		—			(0.03	)			11.43		2.64				90,912		0.60			0.77			2.85			10
1/1/14 to 12/31/14			10.91		0.34		0.56			0.90			(0.35	)		—	(5)		(0.35	)		—			0.55				11.46		8.30				86,459		0.60			0.79			2.98			22
1/1/13 to 12/31/13			11.62		0.33		(0.71	)		(0.38	)		(0.33	)		—			(0.33	)		—			(0.71	)			10.91		(3.33	)			82,936		0.60			0.77			2.88			29
1/1/12 to 12/31/12			11.10		0.33		0.52			0.85			(0.33	)		—			(0.33	)		—			0.52				11.62		7.72				162,094		0.62	(12)		0.79			2.84			35
1/1/11 to 12/31/11			10.38		0.41		0.74			1.15			(0.43	)		—			(0.43	)		—			0.72				11.10		11.36				94,228		0.57			0.77			3.78			59

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

99

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets(8)			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
Wealth Masters
Fund
Class A
10/1/15 to 9/30/16		$	13.25		0.07			1.55			1.62			(0.03	)		(0.24	)		(0.27	)		1.35			$	14.60		12.44	%		$	33,204		1.46	%(10)(12)		1.54	%		0.53	%		30	%
10/1/14 to 9/30/15			14.50		0.05			(0.98	)		(0.93	)		(0.05	)		(0.27	)		(0.32	)		(1.25	)			13.25		(6.74	)			54,109		1.45			1.46			0.36			51
10/1/13 to 9/30/14			13.12		0.02			1.37			1.39			—			(0.01	)		(0.01	)		1.38				14.50		10.67				55,881		1.45			1.46			0.11			62
10/1/12 to 9/30/13			10.22		(0.01	)		3.05			3.04			(0.09	)		(0.05	)		(0.14	)		2.90				13.12		30.09				5,169		1.45			3.29			(0.10	)		22
9/5/12(6) to 9/30/12			10.00		0.01			0.21			0.22			—			—			—			0.22				10.22		2.20	(4)			106		1.45	(3)		44.72	(3)		0.78	(3)		26	(4)
Class C
10/1/15 to 9/30/16		$	13.02		(0.03	)		1.51			1.48			—			(0.24	)		(0.24	)		1.24			$	14.26		11.56	%		$	24,816		2.21	%(10)(12)		2.29	%		(0.22	)%		30	%
10/1/14 to 9/30/15			14.32		(0.06	)		(0.97	)		(1.03	)		—			(0.27	)		(0.27	)		(1.30	)			13.02		(7.41	)			34,171		2.20			2.21			(0.39	)		51
10/1/13 to 9/30/14			13.04		(0.09	)		1.38			1.29			—			(0.01	)		(0.01	)		1.28				14.32		9.90				30,511		2.20			2.22			(0.65	)		62
10/1/12 to 9/30/13			10.21		(0.08	)		3.03			2.95			(0.07	)		(0.05	)		(0.12	)		2.83				13.04		29.11				1,742		2.20			4.41			(0.66	)		22
9/5/12(6) to 9/30/12			10.00		(—	)(5)		0.21			0.21			—			—			—			0.21				10.21		2.10	(4)			107		2.20	(3)		45.67	(3)		0.04	(3)		26	(4)
Class I
10/1/15 to 9/30/16		$	13.30		0.08			1.58			1.66			(0.06	)		(0.24	)		(0.30	)		1.36			$	14.66		12.75	%		$	20,134		1.21	%(10)(12)		1.29	%		0.61	%		30	%
10/1/14 to 9/30/15			14.56		0.09			(1.00	)		(0.91	)		(0.08	)		(0.27	)		(0.35	)		(1.26	)			13.30		(6.53	)			32,495		1.20			1.21			0.62			51
10/1/13 to 9/30/14			13.14		0.05			1.39			1.44			(0.01	)		(0.01	)		(0.02	)		1.42				14.56		10.96				48,918		1.20			1.20			0.33			62
10/1/12 to 9/30/13			10.22		0.06			3.01			3.07			(0.10	)		(0.05	)		(0.15	)		2.92				13.14		30.37				44,813		1.20			4.64			0.52			22
9/5/12(6) to 9/30/12			10.00		0.01			0.21			0.22			—			—			—			0.22				10.22		2.20	(4)			818		1.20	(3)		44.40	(3)		1.04	(3)		26	(4)

Footnote Legend

⁽¹⁾  Sales charges, where applicable, are not reflected in the total return calculation.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Annualized.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Amount is less than $0.005 per share.

⁽⁶⁾  Inception date.

⁽⁷⁾  Due to a change in expense ratio, the ratio shown is a blended expense ratio.

⁽⁸⁾  The Funds will also indirectly bear their prorated share of expenses of the underlying funds in which they invest. Such expenses are not included in the calculation of this ratio.

⁽⁹⁾  The Fund is currently under its expense limitation.

⁽¹⁰⁾  Earnings credits from the custodian were not material, as reflected in the Statements of Operations and had no impact on the Financial Highlights.

⁽¹¹⁾  Payment from affiliate had no impact on total return.

⁽¹²⁾  Net expense ratio includes extraordinary proxy expenses.

⁽¹³⁾  Portfolio turnover calculation excludes security transactions that were distributed as a result of a redemption-in-kind.

⁽¹⁴⁾  The Fund changed its fiscal-year-end to September 30 during the period.

See Notes to Financial Statements

100

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company.

As of the date of this report, 31 funds of the Trust are offered for sale, of which ten (each a “Fund”) are reported in this annual report.

Each Fund’s investment objective is outlined in each Fund’s summary page.

There is no guarantee that a Fund will achieve its objective.

All of the Funds offer Class A shares and Class C shares with the exception of the CA Tax-Exempt Bond Fund which does not offer Class C shares. All of the Funds offer Class I shares. Class B shares are no longer available for purchase by new or existing shareholders, except for existing shareholders through Qualifying Transactions. For information regarding Qualifying Transactions, refer to each Fund’s prospectus. The Multi-Sector Intermediate Bond Fund also offers Class R6 shares.

Class A shares of Low Duration Income Fund are sold with a front-end sales charge of 2.25% with some exceptions. Class A shares of the CA Tax-Exempt Bond Fund, Senior Floating Rate Fund and Tax-Exempt Bond Fund are sold with a front-end sales charge of up to 2.75% with some exceptions. Class A shares of the Bond Fund, High Yield Fund, and Multi-Sector Intermediate Bond Fund are sold with a front-end sales charge of up to 3.75% with some exceptions. Class A shares of the Essential Resources, Low Volatility Equity and Wealth Masters Funds are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Funds when redeemed; however, a 0.50% – 1% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which such CDSC applies for the Funds is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class B shares were generally sold with a CDSC, which declines from 5% to zero depending on the period of time the shares are held. Class C shares are generally sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class R6 and Class I shares are sold without a front-end sales charge or CDSC.

Class R6 shares are only available to participants in employer-sponsored retirement plans, such as 401(k) plans, profit-sharing plans, defined benefit plans and other employer-directed plans. Class R6 shares do not carry sales commissions or pay Rule 12b-1 fees. No compensation, administrative payments, sub-transfer agency payments or service payments are paid to brokers or other entities from fund assets or the Distributor’s or an affiliate’s resources on sales of or investments in Class R6 Shares.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the Funds. These fees are reflected as “Low Balance Account Fees” in each Fund’s Statement of Operations for the period, as applicable.

Each Class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each Class bears different distribution and/or service fees under a Board-approved Rule 12b-1 and/or shareholder servicing plan (“12b-1 plan”) and has exclusive voting rights with respect to such plans. Class I shares and Class R6 shares are not subject to a 12b-1 plan. Income and other expenses as well as realized and unrealized gains and losses of each Fund are borne pro rata by the holders of each class of shares.

Note 2. Significant Accounting Policies

The significant accounting policies consistently followed by the Trust in the preparation of its financial statements are summarized below and for derivatives, included in Note 3 below. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and those differences could be significant.

A. Security Valuation

Security valuation procedures for each Fund, which include nightly price variance as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board”, or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities, referred to below, are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

Each Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Funds’ policy is to recognize transfers between levels at the end of the reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

A description of the valuation techniques applied to a Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that a Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time) that may impact the value of securities traded in these non-U.S. markets. In such cases the Fund fair values non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, ETFs, and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make markets in such securities. For most bond types, the pricing service utilizes matrix pricing that considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer-supplied prices. These valuations are generally categorized as Level 2 in the hierarchy. Structured debt instruments such as mortgage-backed and asset-backed securities may also incorporate collateral analysis and utilize cash flow models for valuation and are generally categorized as Level 2 in the hierarchy. Pricing services do not provide pricing for all securities and therefore indicative bids from dealers are utilized which are based on pricing models used by market makers in the security and are generally categorized as Level 2 in the hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Listed derivatives, such as treasury futures, that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value a Fund’s net assets by each major security type is disclosed at the end of the Schedule of Investments for each Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from sales of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as a Fund is notified. Interest income is recorded on the accrual basis. Each Fund amortizes premiums and accretes discounts using the effective interest method. Any distributions from underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds.

Dividend income from REIT investments is recorded using management’s estimate of the income included in distributions received from the REIT investments. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts.

C. Income Taxes

Each Fund is treated as a separate taxable entity. It is the intention of each Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

Certain Funds may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

D. Distributions to Shareholders

Distributions are recorded by each Fund on the ex-dividend date. For the Bond Fund, CA Tax-Exempt Fund, High Yield Fund, Low Duration Income Fund, Multi-Sector Intermediate Bond Fund, Senior Floating Rate Fund and Tax-Exempt Bond Fund income distributions are declared and recorded daily and distributed monthly. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by a Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

In addition to the net annual operating expenses that a Fund bears directly, the shareholders of a Fund indirectly bear the pro rata expenses of the underlying mutual funds in which the Fund invests.

F. Foreign Currency Translation

Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Funds do not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

G. When-issued Purchases and Forward Commitments (Delayed Delivery)

Certain Funds may engage in when-issued or forward commitment transactions. Securities purchased on a when-issued or forward commitment basis are also known as delayed delivery transactions. Delayed delivery transactions involve a commitment by a Fund to purchase or sell a security at a future date (ordinarily up to 90 days later). When-issued or forward commitments enable a Fund to lock in what is believed to be an attractive price or yield on a particular security for a period of time, regardless of future changes in interest rates. Each Fund records when-issued and delayed delivery securities on the trade date. Each Fund maintains collateral for the securities purchased. Securities purchased on a when-issued or delayed delivery basis begin earning interest on the settlement date.

H. Interest-Only and Principal-Only Securities

Certain Funds may invest in stripped mortgage-backed securities. Stripped mortgage-backed securities represent a participation in, or are secured by, or payable from, mortgage loans on real property, and may be structured in classes with rights to receive varying proportions of principal and interest. Stripped mortgage-backed securities include interest-only securities (IOs) which receive all of the interest, and principal-only securities (POs) which receive all of the principal. The market value of these securities is highly sensitive to changes in interest rates and a rapid (slow) rate of principal payments may have an adverse (positive) effect on yield to maturity. Payments received for IOs are included in interest income. Because principal will not be received at the maturity of an IO, adjustments are made to the book value of the security on a daily basis until maturity and these adjustments are also included in interest income. Payments received for POs are treated as reductions to the cost and par value of the securities. Any pay down gains or losses associated with the payments received are included in interest income. If the underlying mortgage assets are greater than anticipated payments of principal, a Fund may fail to recoup some or all of its initial investment in these securities.

I. Loan Agreements

Certain Funds may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. Loan agreements are generally non-investment grade and often involve borrowers that are highly leveraged. The Funds may invest in obligations of borrowers who are in bankruptcy proceedings. Loan agreements are typically senior in the corporate capital structure of the borrower. A loan is often administered by a bank or other financial institution (the “lender”) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. A Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. When investing in loan participations, a Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan participation and only upon receipt by the lender of payments from the borrower. A Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, a Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When a Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan.

A Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. Loan agreements may involve foreign borrowers, and investments may be denominated in foreign currencies. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due.

The loan agreements have floating rate loan interests which generally pay interest at rates that are periodically determined by reference to a base lending rate plus a premium. The base lending rates are generally LIBOR (London Interbank Offered Rate), the prime rate offered by one or more U.S. banks or the certificate of deposit rate. When a loan agreement is purchased a Fund may pay an assignment fee. On an ongoing basis, a Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of a loan agreement. Prepayment penalty fees are received upon the prepayment of a loan agreement by a borrower. Prepayment penalty, facility, commitment, consent and amendment fees are recorded to income as earned or paid.

At September 30, 2016, all loan agreements held by the Funds are assignment loans.

J. Securities Lending

($ reported in thousands)

Certain Funds may loan securities to qualified brokers through an agreement with Brown Brothers Harriman (“BBH”), as a third party lending agent. Under the terms of agreement, a Fund doing so is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government or its agencies. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the broker are recorded as income by a Fund net of fees and rebates charged by BBH for its services as securities lending agent and in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the declining value of the collateral.

At September 30, 2016, the Wealth Masters Fund had securities on loan with a market value of $3,073 and cash collateral of $3,132.

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

K. Earnings Credit and Interest

Through arrangements with each Fund’s custodian, each Fund either receives an earnings credit or interest on agreed upon target un-invested cash balances to reduce each Fund’s custody expenses. The credits are reflected as “Earnings credit from Custodian” and the interest is reflected under “Interest income” in each Fund’s Statements of Operations for the period, as applicable.

Note 3. Derivative Financial Instruments and Transactions

($ reported in thousands)

Disclosures about derivative instruments and hedging activities are intended to enable investors to understand how and why a Fund uses derivatives, how derivatives are accounted for, and how derivative instruments affect a fund’s results of operations and financial position. Summarized below are such disclosures and accounting policies for each specific type of derivative instrument used by certain Funds.

A. Options contracts

An options contract provides the purchaser with the right, but not the obligation, to buy (call option) or sell (put option) a financial instrument at an agreed upon price. Certain Funds may purchase or write both put and call options on portfolio securities. The Fund is subject to equity price risk in the normal course of pursuing its investment objectives. The Fund uses options contracts to hedge against changes in the values of equities.

When a Fund purchases an option, it pays a premium and an amount equal to that premium is recorded as an asset. When a Fund writes an option, it receives a premium and an amount equal to that premium is recorded as a liability. The asset or liability is adjusted daily to reflect the current market value of the option. Holdings of the Fund designated to cover outstanding written options are noted in the Schedules of Investments. Purchased options are reported as an asset within “Investment securities at value” in the Statement of Assets and Liabilities. Options written are reported as a liability within “Written options outstanding at value”. Changes in value of the purchased option is included in “Net change in unrealized appreciation/(depreciation) on investments” in the Statement of Operations. Changes in value of written options is included in “Net change in unrealized appreciation/(depreciation) on written options”.

If an option expires unexercised, the Fund realizes a gain or loss to the extent of the premium received or paid. If an option is exercised, the premium received or paid is recorded as an adjustment to the proceeds from the sale or the cost basis of the purchase. The difference between the premium and the amount received or paid on affecting a closing purchase or sale transaction is also treated as a realized gain or loss. Gain or loss on purchased options is included in “Net realized gain/(loss) on investments” in the Statement of Operations. Gain or loss on written options is presented separately as “Net realized gain/(loss) on written options” in the Statement of Operations.

The risk in writing call options is that the Fund gives up the opportunity for profit if the market price of the security increases and the option is exercised. The risk in writing put options is that the Fund may incur a loss if the market price of the security decreases and the option is exercised. The risk in buying options is that the Fund pays a premium whether or not the option is exercised. The use of such instruments may involve certain additional risks as a result of unanticipated movements in the market. Writers (sellers) of options are subject to unlimited risk of loss, as the seller will be obligated to deliver or take delivery of the security at a predetermined price which may, upon exercise of the option, be significantly different from the then-market value.

The Low Volatility Equity Fund invested in writing index call options and buying call options on VIX futures. Both are used as techniques for limiting the volatility of the Fund’s portfolio.

The Fund had transactions in written call options for the period ended September 30, 2016 as follows:

Written call options	Number of contracts			Premium received
Written Options outstanding at September 30, 2015		25		$	92
Options written		293			465
Options closed		(275	)		(463	)
Options expired		(26	)		(90	)
Options exercised		—			—
Written Options outstanding at September 30, 2016		17		$	4

The following is a summary of the Fund’s option contracts which have a primary risk exposure to equity contracts as of September 30, 2016:

Statements of Assets and Liabilities
Assets: Purchased call options at value	$	4	(1)
Liabilities: Written options		(2	)
Net asset (liability) balance	$	2

Statements of Operations
Net realized gain (loss) on purchased options	$	(116	)(2)
Net realized gain (loss) on written options		(370	)
Net change in unrealized appreciation (depreciation) on purchased options		(3	)(3)
Net change in unrealized appreciation (depreciation) on written options		(52	)
Total realized and unrealized gain (loss) on purchased and written options	$	(541	)

⁽¹⁾  Amount included in Investment in unaffiliated securities at value.

⁽²⁾  Amount included in Net realized gain (loss) on unaffiliated investments.

⁽³⁾  Amount included in net change in unrealized appreciation (depreciation) on unaffiliated investments.

For the period ended September 30, 2016, the average daily premiums paid by the Fund for purchased call options were $9, and the average daily premiums received for written call options by the Fund were $41.

104

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 4. Investment Advisory Fees and Related Party Transactions

($ reported in thousands except as noted)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect wholly owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Funds’ investment programs and general operations of the Funds, including oversight of the Funds’ subadvisers.

As compensation for its services to the Funds, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of each Fund:

Essential Resources Fund	1.10	%
Tax-Exempt Bond Fund	0.45

	First $1 Billion			$1+ Billion
Bond Fund		0.45	%		0.40	%
Wealth Masters Fund		0.85			0.80

	First $1 Billion			$1+ Billion through $2 Billion			$2+ Billion
CA Tax-Exempt Bond Fund		0.45	%		0.40	%		0.35	%
High Yield Fund		0.65			0.60			0.55
Low Duration Income Fund		0.55			0.50			0.45
Multi-Sector Intermediate Bond Fund		0.55			0.50			0.45
Senior Floating Rate Fund		0.60			0.55			0.50
	First $2 Billion			$2+ Billion through $4 Billion			$4+ Billion
Low Volatility Equity Fund		0.95	%		0.90	%		0.85	%

During the period covered by these financial statements, the Bond Fund, High Yield Fund, Multi-Sector Intermediate Fund, and the Senior Floating Rate Fund invested a portion of its assets in Virtus Credit Opportunities Fund, an affiliated mutual fund. In order to avoid any duplication of advisory fees, the Adviser has voluntarily waived its advisory fees in an amount equal to that which would otherwise be paid by the Fund on the assets invested in the Credit Opportunities Fund. For the period covered by these financial statements, the waiver amounted to $5, $2, $50, and $38, respectively. These waivers are in addition to the expense limitation and/or fee waiver covered elsewhere in these financial statements and are included in the Statements of Operations in “expenses reimbursed and/or waived by the investment adviser”.

B. Subadvisers

The subadvisers manage the investments of each Fund for which they are paid a fee by the Adviser. The subadvisers and the Fund(s) they serve are as follows:

Fund	Subadviser	Fund	Subadviser
Bond Fund	NF(1)	Low Volatility Equity Fund	Rampart(4)
CA Tax-Exempt Bond Fund	NF(1)	Multi-Sector Intermediate Bond Fund	NF(1)
Essential Resources Fund	KBI(3)	Senior Floating Rate Fund	NF(1)
High Yield Fund	NF(1)	Tax-Exempt Bond Fund	NF(1)
Low Duration Income Fund	NF(1)	Wealth Masters Fund	Horizon(2)

⁽¹⁾ Newfleet Asset Management, LLC, an indirect wholly-owned subsidiary of Virtus (“NF”)

⁽²⁾  Horizon Asset Management, LLC (“Horizon”)

⁽³⁾  KBI Global Investors (North America) Ltd. (“KBI”)

⁽⁴⁾  Rampart Investment Management Company, LLC (“Rampart”)

C. Expense Limits and Fee Waivers

The Adviser has contractually agreed to limit certain Funds’ total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, extraordinary expenses and acquired fund fees and expenses), so that such expenses do not exceed the percentages of the applicable Fund’s average daily net asset values as listed below.

	Class A			Class B			Class C			Class I			Through Date
Bond Fund		0.85	%		1.60	%		1.60	%		0.60	%		1/31/17
CA Tax-Exempt Bond Fund		0.85			—			—			0.60			1/31/17
Essential Resources Fund		1.65			—			2.40			1.40			1/31/17
High Yield Fund		1.15			1.90			1.90			0.90			1/31/17
Low Duration Income Fund		0.75			—			1.50			0.50			4/30/17
Low Volatility Equity Fund		1.55			—			2.30			1.30			1/31/17
Senior Floating Rate Fund(1)		1.20			—			1.95			0.95			1/31/17
Tax-Exempt Bond Fund		0.85			—			1.60			0.60			4/30/17
Wealth Masters Fund		1.45			—			2.20			1.20			1/31/17

⁽¹⁾ Excluding leverage expenses, if any.

105

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

D. Expense Recapture

For certain Funds, the Adviser may recapture operating expenses waived or reimbursed under these arrangements within three years after the date on which such waiver or reimbursement occurred. A Fund must pay its ordinary operating expenses before the Adviser is entitled to any reimbursement and must remain in compliance with any applicable expense limitations or, if none, the expense limitation in effect at the time of the waiver or reimbursement. All or a portion of the following Adviser reimbursed expenses may be recaptured as follows:

	Fiscal Year Ended
	2017		2018		2019		Total
Bond Fund	$	197	$	204	$	239	$	640
CA Tax-Exempt Bond Fund		103		110		112		325
Essential Resources Fund		—		113		121		234
High Yield Fund		150		146		183		479
Low Duration Income Fund		276		783		906		1,965
Low Volatility Equity Fund		81		55		67		203
Tax-Exempt Bond Fund		269		290		242		801
Wealth Masters Fund		8		14		74		96

E. Distributor

VP Distributors, LLC (“VP Distributors”), an indirect wholly owned subsidiary of Virtus, serves as the distributor of each Fund’s shares and has advised the Funds that for the fiscal year (the “period”) ended September 30, 2016, it retained net commissions of $28 for Class A shares and deferred sales charges of $30, $0 and $25 for Class A shares, Class B shares, and Class C shares respectively.

In addition, each Fund pays VP Distributors distribution and/or service fees under a 12b-1 plan as a percentage of the average daily net assets of each respective class at the annual rates of 0.25% for Class A shares, 1.00% for Class B shares and 1.00% for Class C shares; Class I shares and Class R6 shares are not subject to a 12b-1 plan. Prior to its elimination on February 26, 2015, VP Distributors was also entitled to a service fee under a Shareholder Services Plan for Class I shares of the Low Duration Income Fund and Tax-Exempt Bond Fund, at a rate of 0.05% of the average daily net assets, of such class of the Low Duration Income Fund and Tax-Exempt Bond Funds; however VP Distributors had waived such fee prior to its elimination, so each Fund’s Class I shares did not pay such fee during the fiscal year ended December 31, 2015.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

F. Administrator and Transfer Agent

Virtus Fund Services, LLC, an indirect wholly owned subsidiary of Virtus, serves as the administrator and transfer agent to the Funds.

For the period ended September 30, 2016, the Funds incurred administration fees totaling $1,591 which are included in the Statements of Operations.

For the period ended September 30, 2016, the Funds incurred transfer agent fees totaling $1,774 which are included in the Statements of Operations. A portion of these fees are paid to outside entities that also provide services to the Trust.

G. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates and the retirement plans of Virtus and its affiliates held shares of certain Funds which may be redeemed at any time that aggregated to the following:

	Shares		Aggregate Net Asset Value
Essential Resources Fund
Class A		10,055	$	91
Class C		10,007		90
Class I		483,600		4,377
Low Duration Income Fund
Class I		344,459		3,754
Low Volatility Equity Fund
Class A		10,289		119
Class C		10,197		116
Class I		134,208		1,561
Multi-Sector Intermediate Bond Fund
Class R6		10,363		107
Senior Floating Rate Fund
Class I		475,774		4,487

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

H. Investments in Affiliates

A summary of the total long-term and short-term purchases and sales of an affiliated fund, Virtus Credit Opportunities Fund, during the period ended September 30, 2016 is as follows:

	Value, beginning of period		Purchases		Sales Proceeds		Value, end of period		Dividend Income		Distributions of Realized Gains
Bond Fund	$	1,143	$	9	$	—	$	1,159	$	44	$	—
High Yield Fund		342		8		—		352		13		—
Multi-Sector Intermediate Bond Fund		9,058		70		—		9,186		349		—
Senior Floating Rate Fund		7,502		51		1,579		5,999		232		—

The Funds do not invest in the underlying fund for the purpose of exercising management or control; however the investments made by one or more Funds within each Fund’s principal investment strategies may represent a significant portion of the underlying fund’s net assets. At September 30, 2016 the Multi-Sector Intermediate Bond Fund was the owner of record of approximately 10% of the Virtus Credit Opportunities Fund.

I. Payment from Affiliate

During the period the Adviser reimbursed certain funds for losses. These amounts are included in payments by affiliates in the Statements of Operations. There was no impact on the total return.

J. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 5. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities (excluding U.S. Government and agency securities, short-term securities and written options) during the period ended September 30, 2016, were as follows:

	Purchases		Sales
Bond Fund	$	34,669	$	36,134
CA Tax-Exempt Bond		6,325		7,522
Essential Resources Fund		3,981		3,832
High Yield Fund		61,083		55,031
Low Duration Income Fund		179,460		90,834
Low Volatility Equity Fund		452		2,336
Multi-Sector Intermediate Bond Fund		170,535		214,798
Senior Floating Rate Fund		293,880		427,236
Tax-Exempt Bond Fund		26,711		18,160
Wealth Masters Fund		28,593		79,590

Purchases and sales of long term U.S. Government and agency securities for the Funds during the period ended September 30, 2016, were as follows:

	Purchases		Sales
Bond Fund	$	14,311	$	11,739
Low Duration Income Fund		80,066		33,395
Multi-Sector Intermediate Bond Fund		11,001		13,160

107

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 6. Capital Share Transactions

(reported in thousands)

Transactions in shares of capital stock, during the periods ended as indicated below, were as follows:

	Bond Fund												CA Tax-Exempt Bond Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		195		$	2,159			248		$	2,789			53		$	647			245		$	3,076
Reinvestment of distributions		104			1,157			128			1,443			69			828			95			1,156
Shares repurchased		(780	)		(8,631	)		(707	)		(7,970	)		(168	)		(2,042	)		(432	)		(5,262	)
Net Increase / (Decrease)		(481	)	$	(5,315	)		(331	)	$	(3,738	)		(46	)	$	(567	)		(92	)	$	(1,030	)
Class B
Sale of shares		—	(1)	$	—	(2)		—		$	—	(2)		—		$	—			—		$	—
Reinvestment of distributions		—	(1)		2			—	(1)		4			—			—			—			—
Shares repurchased		(5	)		(56	)		(10	)		(106	)		—			—			—			—
Net Increase / (Decrease)		(5	)	$	(54	)		(10	)	$	(102	)		—		$	—			—		$	—
Class C
Sale of shares		567		$	6,059			1,066		$	11,856			—		$	—			—		$	—
Reinvestment of distributions		19			202			17			190			—			—			—			—
Shares repurchased		(560	)		(6,107	)		(827	)		(9,164	)		—			—			—			—
Net Increase / (Decrease)		26		$	154			256		$	2,882			—		$	—			—		$	—
Class I
Sale of shares		1,001		$	11,191			429		$	4,917			247		$	3,008			66		$	807
Reinvestment of distributions		56			630			52			600			53			637			64			753
Shares repurchased		(519	)		(5,836	)		(342	)		(3,905	)		(254	)		(3,058	)		(133	)		(1,613	)
Net Increase / (Decrease)		538		$	5,985			139		$	1,612			46		$	587			(3	)	$	(53	)
	Essential Resources Fund												High Yield Fund
	Year Ended September 30, 2016						From Inception March 23, 2015 to September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		8		$	69			10		$	103			1,752		$	7,051			11,578		$	49,167
Reinvestment of distributions		—	(1)		—	(2)		—			—			644			2,578			824			3,485
Shares repurchased		—			—			—			—			(2,294	)		(9,050	)		(13,440	)		(56,820	)
Net Increase / (Decrease)		8		$	69			10		$	103			102		$	579			(1,038	)	$	(4,168	)
Class B
Sale of shares		—		$	—			—		$	—			—		$	—	(2)		1		$	4
Reinvestment of distributions		—			—			—			—			—	(1)		2			1			3
Shares repurchased		—			—			—			—			(4	)		(17	)		(16	)		(66	)
Net Increase / (Decrease)		—		$	—			—		$	—			(4	)	$	(15	)		(14	)	$	(59	)
Class C
Sale of shares		1		$	8			13		$	129			372		$	1,482			349		$	1,452
Reinvestment of distributions		—	(1)		—	(2)		—			—			39			153			41			172
Shares repurchased		(1	)		(5	)		—	(1)		—	(2)		(326	)		(1,257	)		(388	)		(1,603	)
Net Increase / (Decrease)		—	(1)	$	3			13		$	129			85		$	378			2		$	21
Class I
Sale of shares		101		$	862			485		$	4,847			2,307		$	9,282			815		$	3,498
Reinvestment of distributions		4			31			—			—			103			413			87			367
Shares repurchased		(90	)		(775	)		(2	)		(19	)		(1,669	)		(6,558	)		(1,148	)		(4,834	)
Net Increase / (Decrease)		15		$	118			483		$	4,826			741		$	3,137			(246	)	$	(969	)

⁽¹⁾  Amount is less than 500.

⁽²⁾  Amount is less than $500.

108

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	Low Duration Income Fund
	Fiscal Period Ended September 30, 2016						Year Ended December 31, 2015						Year Ended December 31, 2014
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		3,603		$	38,896			3,576		$	38,617			5,969		$	64,993
Reinvestment of distributions		110			1,190			122			1,317			78			845
Shares repurchased		(2,357	)		(25,460	)		(2,669	)		(28,924	)		(2,710	)		(29,548	)
Net Increase / (Decrease)		1,356		$	14,626			1,029		$	11,010			3,337		$	36,290
Class C
Sale of shares		1,363		$	14,668			2,142		$	23,100			4,749		$	51,623
Reinvestment of distributions		28			307			35			383			27			295
Shares repurchased		(1,282	)		(13,835	)		(2,751	)		(29,800	)		(2,383	)		(25,937	)
Net Increase / (Decrease)		109		$	1,140			(574	)	$	(6,317	)		2,393		$	25,981
Class I
Sale of shares		15,127		$	163,364			11,692		$	126,118			6,140		$	66,872
Reinvestment of distributions		214			2,320			181			1,955			127			1,386
Shares repurchased		(6,365	)		(68,648	)		(6,345	)		(68,533	)		(2,558	)		(27,870	)
Net Increase / (Decrease)		8,976		$	97,036			5,528		$	59,540			3,709		$	40,388
	Low Volatility Equity Fund												Multi-Sector Intermediate Bond Fund
	Year Ended September 30 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		25		$	289			171		$	2,056			1,400		$	13,704			2,970		$	30,801
Reinvestment of distributions		3			40			1			7			383			3,779			565			5,794
Shares repurchased		(67	)		(750	)		(34	)		(395	)		(2,914	)		(28,545	)		(3,956	)		(40,421	)
Net Increase / (Decrease)		(39	)	$	(421	)		138		$	1,668			(1,131	)	$	(11,062	)		(421	)	$	(3,826	)
Class B
Sale of shares		—		$	—			—		$	—			—	(1)	$	—	(2)		3		$	36
Reinvestment of distributions		—			—			—			—			8			77			19			196
Shares repurchased		—			—			—			—			(135	)		(1,324	)		(230	)		(2,365	)
Net Increase / (Decrease)		—		$	—			—		$	—			(127	)	$	(1,247	)		(208	)	$	(2,133	)
Class C
Sale of shares		19		$	216			140		$	1,648			1,047		$	10,368			2,225		$	23,203
Reinvestment of distributions		2			23			—	(1)		2			213			2,115			337			3,489
Shares repurchased		(103	)		(1,139	)		(39	)		(462	)		(2,552	)		(25,177	)		(2,927	)		(30,282	)
Net Increase / (Decrease)		(82	)	$	(900	)		101		$	1,188			(1,292	)	$	(12,694	)		(365	)	$	(3,590	)
Class I
Sale of shares		—	(1)	$	2			6		$	71			6,322		$	61,665			7,369		$	75,867
Reinvestment of distributions		3			32			1			6			433			4,269			657			6,736
Shares repurchased		(2	)		(26	)		—			—			(9,006	)		(87,086	)		(7,278	)		(74,560	)
Net Increase / (Decrease)		1		$	8			7		$	77			(2,251	)	$	(21,152	)		748		$	8,043
Class R6
Sale of shares		—		$	—			—		$	—			33		$	329			183		$	1,906
Reinvestment of distributions		—			—			—			—			8			81			5			40
Shares repurchased		—			—			—			—			(29	)		(280	)		(6	)		(61	)
Net Increase / (Decrease)		—		$	—			—		$	—			12		$	130			182		$	1,885

⁽¹⁾  Amount is less than 500.

⁽²⁾  Amount is less than $500.

109

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	Senior Floating Rate Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		1,242		$	11,489			5,295		$	51,097
Reinvestment of distributions		895			8,271			1,177			11,287
Shares repurchased		(6,679	)		(61,504	)		(8,090	)		(77,658	)
Net Increase / (Decrease)		(4,542	)	$	(41,744	)		(1,618	)	$	(15,274	)
Class C
Sale of shares		759		$	7,026			1,575		$	15,160
Reinvestment of distributions		330			3,056			483			4,636
Shares repurchased		(4,010	)		(37,034	)		(5,520	)		(53,095	)
Net Increase / (Decrease)		(2,921	)	$	(26,952	)		(3,462	)	$	(33,299	)
Class I
Sale of shares		9,465		$	87,241			9,564		$	91,910
Reinvestment of distributions		690			6,376			1,206			11,564
Shares repurchased		(18,214	)		(167,343	)		(27,432	)		(263,127	)
Net Increase / (Decrease)		(8,059	)	$	(73,726	)		(16,662	)	$	(159,653	)
	Tax-Exempt Bond Fund
	Fiscal Period Ended September 30, 2016						Year Ended December 31, 2015						Year Ended December 31, 2014
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		494		$	5,709			920		$	10,518			1,272		$	14,392
Reinvestment of distributions		104			1,200			152			1,730			183			2,067
Shares repurchased		(1,074	)		(12,421	)		(1,533	)		(17,468	)		(2,663	)		(30,083	)
Net Increase / (Decrease)		(476	)	$	(5,512	)		(461	)	$	(5,220	)		(1,208	)	$	(13,624	)
Class C
Sale of shares		259		$	2,996			576		$	6,588			756		$	8,588
Reinvestment of distributions		28			322			41			465			43			484
Shares repurchased		(617	)		(7,126	)		(666	)		(7,583	)		(739	)		(8,349	)
Net Increase / (Decrease)		(330	)	$	(3,808	)		(49	)	$	(530	)		60		$	723
Class I
Sale of shares		2,773		$	32,072			1,916		$	21,874			2,664		$	30,145
Reinvestment of distributions		161			1,868			191			2,180			173			1,952
Shares repurchased		(1,827	)		(21,133	)		(1,696	)		(19,357	)		(2,889	)		(32,489	)
Net Increase / (Decrease)		1,107		$	12,807			411		$	4,697			(52	)	$	(392	)

110

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	Wealth Masters Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		312		$	4,201			1,889		$	28,329
Reinvestment of distributions		74			981			82			1,205
Shares repurchased		(2,195	)		(29,176	)		(1,740	)		(25,440	)
Net Increase / (Decrease)		(1,809	)	$	(23,994	)		231		$	4,094
Class C
Sale of shares		200		$	2,581			1,134		$	16,676
Reinvestment of distributions		40			520			39			567
Shares repurchased		(1,124	)		(14,664	)		(680	)		(9,890	)
Net Increase / (Decrease)		(884	)	$	(11,563	)		493		$	7,353
Class I
Sale of shares		600		$	8,275			1,346		$	20,069
Reinvestment of distributions		47			630			74			1,097
Shares repurchased		(1,717	)		(22,935	)		(2,336	)		(33,811	)
Net Increase / (Decrease)		(1,070	)	$	(14,030	)		(916	)	$	(12,645	)

Note 7. 10% Shareholders

As of September 30, 2016, certain Funds had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of each such Fund as detailed below:

	% of Shares Outstanding			Number of Accounts
Bond Fund		22	%		2
CA-Tax Exempt Bond Fund		33			1
Essential Resources Fund		91			1	*
Low Duration Income Fund		27			2
Low Volatility Equity Fund		69			2
Multi-Sector Intermediate Bond Fund		11			1
Senior Floating Rate Fund		35			2
Tax-Exempt Bond Fund		11			1
Wealth Masters Fund		18			1

* Includes affiliated shareholder account(s)

Note 8. Credit Risk and Asset Concentration

In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as a Fund’s ability to repatriate such amounts.

High-yield/high-risk securities typically entail greater price volatility and/or principal and interest rate risk. There is a greater chance that an issuer will not be able to make principal and interest payments on time. Analysis of the creditworthiness of issuers of high-yield/high-risk securities may be complex, and as a result, it may be more difficult for the Adviser and/or subadviser to accurately predict risk.

Many municipalities insure repayment for their obligations. Although bond insurance reduces the risk of loss due to default by an issuer, such bonds remain subject to the risk that the market may fluctuate for other reasons, and there is no assurance that the insurance company will meet its obligations. Insured securities have been identified in the Schedule of Investments. A real or perceived decline in creditworthiness of a bond insurer can have an adverse impact on the value of insured bonds held in the Funds.

Certain Funds may invest a high percentage of their assets in specific sectors of the market in the pursuit of their investment objectives. Fluctuations in these sectors of concentration may have a greater impact on a Fund, positive or negative, than if a Fund did not concentrate its investments in such sectors.

At September 30, 2016, the following Funds held securities issued by various companies in specific sectors or countries as detailed below:

Fund	Sector	Percentage of Total Investments
Essential Resources Fund	Industrials		27	%
Wealth Masters Fund	Consumer Discretionary		32

111

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 9. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Funds. Each Trustee has also entered into an indemnification agreement with the Trust. In addition, in the normal course of business, the Funds enter into contracts that provide a variety of indemnifications to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds and that have not occurred. However, the Funds have not had prior claims or losses pursuant to these arrangements and expect the risk of loss to be remote.

Note 10. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Funds were as follows:

Fund	Federal Tax Cost			Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Bond Fund	$	74,772		$	2,662	$	(310	)	$	2,352
CA Tax-Exempt Bond Fund		28,050			2,171		(21	)		2,150
Essential Resources Fund		4,817			213		(302	)		(89	)
High Yield Fund		75,161			2,440		(2,691	)		(251	)
Low Duration Income Fund		394,737			4,605		(529	)		4,076
Low Volatility Equity Fund Securities		3,076			616		—			616
Low Volatility Equity Fund Options		(2	)		—		—			—
Multi-Sector Intermediate Bond Fund		303,468			9,897		(13,162	)		(3,265	)
Senior Floating Rate Fund		599,139			4,255		(16,215	)		(11,960	)
Tax-Exempt Bond Fund		187,658			13,783		(413	)		13,370
Wealth Masters Fund		76,169			8,669		(3,889	)		4,780

Certain Funds have capital loss carryovers available to offset future realized capital gains, through the indicated expiration dates shown below:

	2017		2018		No Expiration				Total
	Short-Term		Short-Term		Short-Term		Long-Term		Short-Term		Long-Term
Bond Fund	$	3,149	$	—	$	590	$	858	$	3,739	$	858
Essential Resources Fund		—		—		37		—		37		—
High Yield Fund		13,758		9,151		936		1,348		23,845		1,348
Low Duration Income Fund		1,168		—		128		644		1,296		644
Low Volatility Equity Fund		—		—		96		145		96		145
Multi-Sector Intermediate Bond Fund		—		—		3,254		3,906		3,254		3,906
Senior Floating Rate Fund		—		—		3,474		9,164		3,474		9,164
Wealth Masters Fund		—		—		—		36		—		36

The Trust may not realize the benefit of these losses to the extent each Fund does not realize gains on investments prior to the expiration of the capital loss carryovers.

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for tax years beginning after December 22, 2010 may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

Capital losses realized after October 31 and certain late year ordinary losses may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal period ended September 30, 2016, certain Funds deferred and recognized post-October losses as follows:

Fund	Late Year Ordinary Losses Deferred		Late Year Ordinary Losses Recognized		Capital Loss Deferred		Capital Loss Recognized
Bond Fund	$	—	$	—	$	386	$	1,302
Essential Resources Fund		—		—		356		—
High Yield Fund		—		—		1,023		2,043
Low Duration Income Fund		—		—		—		140
Low Volatility Equity Fund		—		—		310		—
Multi-Sector Intermediate Bond Fund		—		—		4,369		6,431
Senior Floating Rate Fund		—		—		11,582		9,748
Tax-Exempt Bond Fund		—		—		—		86
Wealth Masters Fund		—		—		3,244		—

112

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) which are disclosed in the Schedules of Investments) consist of the following:

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains		Undistributed Tax-Exempt Income
Bond Fund	$	125	$	—	$	—
CA Tax-Exempt Bond Fund		—		161		48
Essential Resources Fund		29		—		—
High Yield Fund		120		—		—
Low Duration Income Fund		242		—		—
Low Volatility Equity Fund		16		—		—
Multi-Sector Intermediate Bond Fund		1,172		—		—
Senior Floating Rate Fund		758		—		—
Tax-Exempt Bond Fund		—		258		109
Wealth Masters Fund		286		—		—

For the period ended September 30, 2016, the CA Tax-Exempt Bond Fund and the Tax-Exempt Bond Fund distributed $936 and $3,842 of exempt interest dividends, respectively.

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

			2016									2015
	Tax Exempt Income		Ordinary income		Long-Term Capital Gains			Total		Tax Exempt Income		Ordinary income		Long-Term Capital Gains		Tax Return of Capital		Total
Bond Fund	$	—	$	2,243	$	—		$	2,243	$	—	$	2,207	$	—	$	379	$	2,586
CA Tax-Exempt Bond Fund		936		18		706			1,660		1,130		33		1,061		—		2,224
Essential Resources Fund		—		31		—	(1)		31		—		—		—		—		—
High Yield Fund		—		3,678		—			3,678		—		4,752		—		—		4,752
Low Duration Income Fund		—		4,715		—			4,715		—		3,654		—		543		4,197
Low Volatility Equity Fund		—		49		45			94		—		15		—		—		15
Multi-Sector Intermediate Bond Fund		—		12,588		—			12,588		—		14,411		3,975		1,912		20,298
Senior Floating Rate Fund		—		21,463		—			21,463		—		32,389		1,003		—		33,392
Tax-Exempt Bond Fund		3,842		24		—			3,866		4,923		19		149		—		5,091
Wealth Masters Fund		—		1,747		519			2,266		—		2,974		48		—		3,022

⁽¹⁾ Amount is less than $500.

Note 11. Reclassification of Capital Accounts

($ reported in thousands)

For financial reporting purposes, book basis capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Permanent reclassifications can arise from differing treatment of certain income and gain transactions, nondeductible current year net operating losses, expiring capital loss carryovers and investments in passive foreign investment companies. The reclassifications have no impact on the net assets or net asset value of the Funds. As of September 30, 2016, the Funds recorded reclassifications to increase (decrease) the accounts as listed below:

	Capital Paid in on Shares of Beneficial Interest		Undistributed Net Investment Income (Loss)			Accumulated Net Realized Gain (Loss)
Bond Fund	$	—	$	(126	)	$	126
CA Tax-Exempt Bond Fund		—		—			—
Essential Resources Fund		—		(2	)		2
High Yield Fund		—		—			—
Low Duration Income Fund		—		—			—
Low Volatility Equity Fund		—		—			—
Multi-Sector Intermediate Bond Fund		—		(304	)		304
Senior Floating Rate Fund		—		(84	)		84
Tax-Exempt Bond Fund		—		—			—
Wealth Masters Fund		—		—			—

⁽¹⁾ Amount less than $500.

Note 12. Regulatory Matters and Litigation

From time to time, the Trust, the Funds’ Adviser and/or Subadvisers and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

113

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Funds.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part and denying in part the defendants’ motions to dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Funds.

Note 13. Borrowings

($ reported in thousands)

On June 29, 2016, the Funds as well as other funds of the Trust (with the exception of the Senior Floating Rate Fund) renewed a $50,000 secured line of Credit. The Credit Agreement (the “Agreement”) is with a commercial bank (the “Bank”) that allows the Funds to manage large unexpected redemptions and trade fails, up to a limit of one-third or one-fifth of each Fund’s total net assets in accordance with the Agreement. The agreement has a term of 364 days and is renewable by the Funds with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Funds and other funds that are parties are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

No Funds made borrowings during the period and no Fund had any outstanding borrowings as of September 30, 2016.

On April 30, 2012, the Senior Floating Rate Fund entered into a Credit Agreement (the “Agreement”) with a commercial bank (the “Bank”) that allows the Fund to borrow cash from the Bank, up to a limit of $125,000. Borrowings under the Agreement are collateralized by investments of the Fund. Interest is charged at LIBOR (London Interbank Offered Rate) plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. Total commitment fees paid and accrued for the period ended September 30, 2016, were $197 and are included in interest expense and fees on the Statement of Operations. The Agreement is renewable by the Fund with the Bank’s consent. The Agreement can also be converted to a 364 day fixed term facility, one time at the Fund’s option. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default. From October 1, 2015 to September 30, 2016, the average daily borrowings under the Agreement and the weighted daily average interest rate were $24,124 and 1.222%, respectively. At September 30, 2016, the Fund had $30,000 in such outstanding borrowings with an interest rate of 1.374%.

Note 14. Illiquid and Restricted Securities

Investments are generally considered illiquid if they cannot be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by a Fund. Additionally, the following information is also considered in determining liquidity: the frequency of trades and quotes for the investment, whether the investment is listed for trading on a recognized domestic exchange and/or whether two or more brokers are willing to purchase or sell the security at a comparable price, the extent of market making activity in the investment and the nature of the market for investment. Illiquid securities are footnoted as such at the end of each Fund’s Schedule of Investments where applicable. However, a portion of such footnoted securities could be liquid where it is determined that some, though not all, of the position could be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the applicable Fund.

Restricted securities are illiquid securities, as defined above, not registered under the Securities Act of 1933, as amended (the “1933 Act”). Generally, 144A securities are excluded from this category, except where defined as illiquid.

Each Fund will bear any costs, including those involved in registration under the 1933 Act, in connection with the disposition of such securities.

114

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

The following Funds held securities considered to be illiquid at September 30, 2016:

Fund	Aggregate Value		% of Fund’s net assets
Bond Fund	$	324		0.42	%
High Yield Fund		262		0.34
Multi-Sector Intermediate Bond Fund		1,355		0.45
Senior Floating Rate Fund		5,117		0.93

None of the securities referenced in this table are restricted.

At September 30, 2016, the Funds did not hold any securities that are both illiquid and restricted.

Note 15. Subsequent Events

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued, and has determined that there the following subsequent events require recognition or disclosure in the financial statements.

Effective November 3, 2016, the Virtus Bond Fund, Virtus High Yield Fund and Virtus Senior Floating Rate Fund began offering Class R6 Shares.

Effective November 1, 2016, the expense limits applicable to Virtus High Yield Fund (as discussed in Note 4C) have changed. The new limits are set forth in the Prospectus Supplement for that Fund dated November 1, 2016, in the back of this Shareholder Report.

115

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of

Virtus Opportunities Trust and

Shareholders of the Funds, as defined:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Virtus Bond Fund, Virtus CA Tax-Exempt Bond Fund, Virtus Essential Resources Fund, Virtus High Yield Fund, Virtus Low Duration Bond Fund, Virtus Low Volatility Equity Fund, Virtus Multi-Sector Intermediate Bond Fund, Virtus Senior Floating Rate Fund, Virtus Tax-Exempt Bond Fund, and Virtus Wealth Masters Fund (constituting funds within Virtus Opportunities Trust, hereafter referred to as the “Funds”) at September 30, 2016, the results of each of their operations, the changes in each of their net assets and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian, brokers, and transfer agent of the investee funds, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

116

VIRTUS OPPORTUNITIES TRUST

TAX INFORMATION NOTICE

SEPTEMBER 30, 2016

(Unaudited)

For the fiscal year ended September 30, 2016, the Funds make the following disclosures for federal income tax purposes. Below is listed the percentages, or the maximum amount allowable, of its ordinary income dividends (“QDI”) to qualify for the lower tax rates applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Funds which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The Funds designate the amounts below as long-term capital gains dividends (“LTCG”) ($ reported in thousands), or if subsequently different, the amounts will be designated in the next annual report. The actual percentage for the calendar year will be designated in year-end tax statements.

Fund	QDI			DRD			LTCG
Bond Fund		0	%		0	%	$	—
CA Tax-Exempt Bond Fund		—			—			214
Essential Resources Fund		100			58			—
High Yield Fund		—			—			—
Low Duration Income Fund		—			—			—
Low Volatility Equity Fund		100			100			—
Multi-Sector Intermediate Bond Fund		—			—			—
Senior Floating Rate Fund		—			—			—
Tax-Exempt Bond Fund		—			—			258
Wealth Masters Fund		100			100			10

For federal income tax purposes, 100% and 99% of the income dividends paid by the CA Tax-Exempt Bond Fund and the Tax-Exempt Bond Fund, respectively qualify as exempt-interest dividends.

For the period ended September 30, 2016, the Essential Resources Fund (the “Fund”) recognized $79 ($ reported in thousands) of foreign source income on which the Fund paid foreign taxes of $7 ($ reported in thousands). This information is being furnished to you pursuant to notice requirements of Section 853(a) and 855(d) of the Internal Revenue Code, as amended and the Treasury Regulations thereunder.

117

CONSIDERATION OF SUBADVISORY AGREEMENTS FOR VIRTUS EMERGING MARKETS EQUITY INCOME FUND AND VIRTUS ESSENTIAL RESOURCES FUND

BY THE BOARD OF TRUSTEES

The Board of Trustees (the “Board”) of Virtus Opportunities Trust (the “Trust”) is responsible for the consideration and approval of advisory and subadvisory agreements for the Trust. As further discussed below, at meetings held on January 26, 2016, and February 23-24, 2016, the Board, including a majority of the Trustees who are not interested persons of the Trust as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (such Act, the “1940 Act” and such Trustees, the “Independent Trustees”), considered and approved interim and new subadvisory agreements (together, the “Subadvisory Agreements”) with Kleinwort Benson Investors International, Ltd. (“KBII” or the “Subadviser”), subadviser to the Virtus Emerging Markets Equity Income Fund and Virtus Essential Resources Fund (each a “Fund” and collectively, the “Funds”).

KBII has served as the subadviser to each Fund since inception, and the Board previously approved subadvisory agreements with KBII (the “Old Subadvisory Agreements”) in 2014 and 2015. On January 13, 2016, Oddo & Cie, a French financial services group based primarily in Europe, (“Oddo”) acquired in excess of 25% of the outstanding shares of BHF Kleinwort Benson SA (“BHFKB”), an indirect parent of KBII. Under the 1940 Act, an acquisition of more than 25% of the voting shares of a company is generally considered to be a change in control. As the indirect parent company of KBII, a change in control at BHFKB also causes a change in control at KBII. Under the 1940 Act, when a change in control occurs, affected subadvisory agreements automatically terminate. In order to continue utilizing KBII as a subadviser, at a telephonic meeting held on January 26, 2016, the Board approved an interim subadvisory agreement (the “Interim Subadvisory Agreement”) effective January 13, 2016, with the proviso that such agreement may not continue for a period of more than 150 days from the termination event or the date on which a new subadvisory agreement is entered into. At an in-person meeting held on February 23-24, 2016, the Board then approved the new investment subadvisory agreement (the “New Subadvisory Agreement”) with KBII. The New Subadvisory Agreement was approved by shareholders on May 26, 2016.

In considering the approval of the Interim Subadvisory Agreement and the New Subadvisory Agreement (collectively, the “Subadvisory Agreements”), the Board requested and evaluated information provided by Virtus Investment Advisers, Inc. (“VIA” or the “Adviser”) and the Subadviser which, in the Board’s view, constituted information necessary for the Board to form a judgment as to whether the approval of the Subadvisory Agreements would be in the best interests of each applicable Fund and its respective shareholders. The Board also considered information furnished throughout the year at regular Board meetings with respect to the services provided by VIA and already provided by the Subadviser for the Funds, including quarterly performance reports prepared by management containing reviews of investment results and periodic presentations from the Subadviser.

The Independent Trustees were separately advised by independent legal counsel throughout the process. The Board considered all the criteria separately with respect to the applicable Fund and its shareholders. In their deliberations, the Trustees considered various factors, including those discussed below, none of which were controlling, and each Trustee may have attributed different weights to the various factors. The Independent Trustees also discussed the proposed approval of the Subadvisory Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

Basis for the Board’s Recommendation

In making its determination with respect to the Interim Subadvisory Agreement, the Board took into account that it was approving an agreement of limited duration and that the Board would have an opportunity to consider a new subadvisory agreement at a meeting to be scheduled in the near future. The Board noted that the New Subadvisory Agreement would be submitted to shareholders for approval. The Board also took into consideration that the terms of Interim Subadvisory Agreement were substantially identical to the terms of the Old Subadvisory Agreements, including that there was no change in the compensation to be paid thereunder. The Board noted that the key difference between the Old Subadvisory Agreements and the Interim Subadvisory Agreement resulted from compliance with a regulatory requirement that interim advisory agreements have a limited term. The Board also considered that the Subadviser had been managing the Funds since they commenced operations, and that the Subadviser had stated that there would be no change in the scope or quality of services to be provided by it as a result of the change in control. Based on all of the foregoing considerations, the Board, including the Independent Trustees, determined that approval of the Interim Subadvisory Agreement with KBII was in the best interests of each Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the Interim Subadvisory Agreement with respect to each Fund.

In making its determination with respect to the New Subadvisory Agreement, the Board considered various factors, including:

• Nature, extent, and quality of the services to be provided by the Subadviser. The Trustees received in advance of the meeting information in the form of an extensive questionnaire completed by the Subadviser concerning a number of topics, including its investment philosophy, resources, operations and compliance structure. The Trustees noted that the Subadviser would continue to provide portfolio management, compliance with each Fund’s investment policies and procedures, compliance with applicable securities laws, and assurances thereof. The Trustees reviewed biographical information for the portfolio managers who would provide services under the New Subadvisory Agreement and had done so under the Old Subadvisory Agreements and the Interim Subadvisory Agreement, and noted the breadth and depth of experience of the portfolio managers. In considering the approval of the New Subadvisory Agreement, the Trustees considered the Subadviser’s investment management process, including (a) the experience, capability and integrity of the Subadviser’s management and other personnel committed by the Subadviser to each Fund; (b) the quality and commitment of the Subadviser’s regulatory and legal compliance policies, procedures and systems; and (c) the Subadviser’s brokerage and trading practices. The Board concluded that the nature, extent and quality of the services to be provided by the Subadviser to the Funds was reasonable.

• Investment Performance. The Board considered performance reports and discussions at Board meetings throughout the year, as well as data furnished in connection with the consideration of the New Subadvisory Agreement. The Board noted that the Emerging Markets Equity Income Fund had underperformed its benchmark for the 1- and 3-year periods, and considered the Subadviser’s explanation for the underperformance. The Board also noted that the Essential Resources Fund had a limited performance history, but that the Fund had outperformed its benchmark since its inception in March of 2015. After reviewing these and related factors, the Board concluded that the Subadviser’s overall performance was satisfactory.

• Subadvisory Fee. The Board took into account that each Fund’s subadvisory fees are paid by the Adviser and not by the Funds, so that the Funds’ shareholders would not be directly impacted by those fees. The Board also noted that the fees under the New Subadvisory Agreement would be unchanged from those in the Old Subadvisory Agreements and the Interim Subadvisory Agreement. The Board concluded that the proposed subadvisory fees were fair and reasonable in light of services to be provided by the Subadviser and all factors considered.

118

CONSIDERATION OF SUBADVISORY AGREEMENTS FOR VIRTUS EMERGING MARKETS EQUITY INCOME FUND AND VIRTUS ESSENTIAL RESOURCES FUND

BY THE BOARD OF TRUSTEES (Continued)

• Profitability and economies of scale. In considering the expected profitability to the Subadviser of its relationship with the Funds, the Board noted that the fees under the New Subadvisory Agreement would be paid by the Adviser out of the advisory fees that it receives under its Advisory Agreement and not by the Funds The Board also noted that there was no change to the subadvisory fee under the New Subadvisory Agreement. In considering the reasonableness of the fees payable by VIA to the Subadviser, the Board relied on the ability of VIA to negotiate the New Subadvisory Agreement and the fees thereunder at arm’s length. For each of the above reasons, the Board concluded that the profitability to the Subadviser and its affiliates from its relationship with the Funds was not a material factor in approval of the New Subadvisory Agreement.

• Other Benefits. The Board considered other benefits that may be realized by the Subadviser and its affiliates from its relationship with the Funds and concluded that there were no other direct benefits to the Subadviser in providing investment advisory services to each Fund, other than the fees to be earned although there may be certain indirect benefits gained, including to the extent that serving the Funds could provide the opportunity to provide advisory services to additional portfolios of the Trust or certain reputational benefits.

Based on all of the foregoing considerations, the Board, including the Independent Trustees, determined that approval of the New Subadvisory Agreement with KBII was in the best interests of each Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the New Subadvisory Agreement with respect to each Fund.

119

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

At a special meeting of shareholders of all series of Virtus Equity Trust, Virtus Insight Trust and Virtus Opportunities Trust, held on May 19, 2016, shareholders of Virtus Opportunities Trust (the “Trust”) voted on the following proposals:

	Number of Eligible Votes:
Proposal 1.	FOR		AGAINST		ABSTAIN
To elect six Trustees to serve on the Board of Trustees until the next meeting of shareholders at which Trustees are elected.
George R. Aylward		1,145,056,198.477		24,756,597.221		0
Thomas J. Brown		1,144,160,222.050		25,652,573.650		0
Donald C. Burke		1,145,758,834.912		24,053,960.790		0
Roger A. Gelfenbien		1,144,297,795.833		25,514,999.865		0
John R. Mallin		1,144,938,076.292		24,874,719.410		0
Hassell H. McClellan		1,143,864,433.134		25,948,362.566		0

Shareholders of the Trust voted to approve the above proposal.

	Number of Eligible Votes:
Proposal 2.	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus CA Tax Exempt Bond Fund		1,258,194.893		91,895.368		41,271.245
Virtus Emerging Markets Debt Fund		3,015,152.206		198.283		0
Virtus Emerging Markets Equity Income Fund		3,672,832.400		0		0
Virtus Emerging Markets Opportunities Fund		620,793,093.034		25,302,093.728		9,306,937.262
Virtus Emerging Markets Small-Cap Fund		494,281.793		0		0
Virtus Essential Resources Fund		504,931.913		0		0
Virtus Foreign Opportunities Fund		27,726,679.250		666,663.374		564,703.507
Virtus Greater European Opportunities Fund		818,457.900		37,502.974		15,676.215
Virtus International Small-Cap Fund		3,074,638.276		5,991.041		10,261.000
Virtus International Wealth Masters Fund		518,044.295		0		0
Virtus Low Duration Income Fund		10,449,114.393		779,684.940		311,840.943
Virtus Multi-Sector Intermediate Bond Fund		11,147,670.008		724,253.699		406,427.672
Virtus Multi-Sector Short Term Bond Fund		618,834,424.483		21,316,032.964		14,819,955.463

Shareholders of the Funds listed above voted to approve the above proposal.

	Number of Eligible Votes:
Proposal 6.	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Foreign Opportunities Fund		27,568,524.708		741,409.046		648,118.377
Virtus Multi-Sector Short Term Bond Fund		615,281,810.614		22,749,361.497		16,939,237.795

Shareholders of the Funds listed above voted to approve the above proposal.

120

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 26, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Emerging Markets Equity Income Fund and Virtus Essential Resources Fund (collectively, the “Funds”), each a series of Virtus Opportunities Trust, held on May 26, 2016, shareholders voted on the following proposal:

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a new subadvisory agreement between Virtus Investment Advisers, Inc., the Funds’ Investment Adviser, and Kleinwort Benson Investors International, Ltd., the Funds’ Subadviser.
Virtus Emerging Markets Equity Income Fund		3,697,072.869		0		0
Virtus Essential Resources Fund		506,647.913		0		0

Shareholders of the Funds voted to approve the above proposal.

121

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

JUNE 16, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Bond Fund, Virtus Global Infrastructure Fund, Virtus Global Real Estate Securities Fund, Virtus High Yield Fund, Virtus International Real Estate Securities Fund and Virtus Senior Floating Rate Fund (each a “Fund”), held on June 16, 2016, shareholders of each Fund voted on the following proposal:

	Number of Eligible Votes:
Proposal 2.	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus Bond Fund		3,027,478.512		194,272.268		147,040.417
Virtus Global Infrastructure Fund		3,636,950.694		307,905.417		172,360.145
Virtus Global Real Estate Securities Fund		1,661,823.911		122,802.243		36,355.685
Virtus High Yield Fund		6,737,350.870		765,216.446		446,105.991
Virtus International Real Estate Securities Fund		2,728,863.703		48,714.840		63,894.599
Virtus Senior Floating Rate Fund		30,432,212.381		775,729.890		326,306.209

Shareholders of the Funds listed above voted to approve the above proposal.

122

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

JULY 18, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund, Virtus Wealth Masters Fund, Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund, held on July 18, 2016, shareholders of the Funds voted on the following proposals:

	Number of Eligible Votes:
Proposal 2.	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus Global Equity Trend Fund		2,071,338.688		221,721.989		61,016.655
Virtus Global Opportunities Fund		6,475,669.315		399,601.579		221,211.057
Virtus Herzfeld Fund		2,285,754.412		134,756.871		89,510.278
Virtus International Equity Fund		347,976.498		45,434.960		4,980.529
Virtus Low Volatility Equity Fund		234,510.520		7,334.000		90,835.796
Virtus Real Estate Securities Fund		14,196,247.698		691,146.713		476,502.196
Virtus Sector Trend Fund		14,380,526.646		1,274,297.224		1,097,176.679
Virtus Wealth Masters Fund		2,759,756.937		182,003.481		154,822.394
Virtus Alternatives Diversifier Fund		2,054,425.037		135,901.800		177,500.739
Virtus Equity Trend Fund		47,080,228.694		3,814,318.119		2,960,680.324
Virtus Multi-Asset Trend Fund		7,428,521.065		660,946.728		521,389.418
Virtus Tax-Exempt Bond Fund		7,423,225.114		802,129.342		492,588.498

Shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund and Virtus Wealth Masters Fund voted to approve the above proposal. Shareholders of Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund did not approve the above proposal.

	Number of Eligible Votes:
Proposal 6.	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Sector Trend Fund		14,250,883.760		1,251,197.022		1,249,922.768
Virtus Real Estate Securities Fund		13,928,178.018		864,726.603		570,992.984

Shareholders of Virtus Sector Trend Fund voted to approve the above proposal. Shareholders of Virtus Real Estate Securities Fund did not approve the above proposal.

	Number of Eligible Votes:
Proposal 7.	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Multi-Sector Short Term Bond Fund		238,431,276.605		411,212,271.419		20,011,935.573
Virtus Real Estate Securities Fund		9,635,396.247		5,113,977.185		614,521.174
Virtus Sector Trend Fund		9,706,807.226		5,648,494.88		1,396,703.437

Shareholders of the Funds listed above did not approve the above proposal.

123

FUND MANAGEMENT TABLES

(UNAUDITED)

Information pertaining to the trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

124

FUND MANAGEMENT TABLES (Continued)

(UNAUDITED)

Interested Trustee

The individual listed below is an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, as amended, and the rules and regulations thereunder.

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

Officers of the Trust Who Are Not Trustees

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

125

Virtus Bond Fund, Virtus High Yield Fund,

and Virtus Senior Floating Rate Fund,

each a series of Virtus Opportunities Trust

Supplement dated November 1, 2016 to the Summary Prospectuses dated January 28, 2016, as supplemented, and the Virtus Opportunities Trust Statutory Prospectus, dated January 28, 2016, as supplemented

IMPORTANT NOTICE TO INVESTORS

As of November 1, 2016, Virtus Bond Fund, Virtus High Yield Fund and Virtus Senior Floating Rate Fund are offering Class R6 Shares, in addition to the share classes already offered by the funds. Additionally, Virtus High Yield Fund has increased its expense reimbursement arrangement, effective November 1, 2016. Accordingly, the funds’ prospectuses are hereby amended to add the following disclosure.

Virtus Bond Fund

The cover page of the statutory prospectus is hereby revised by replacing the row showing ticker symbols for the fund’s share classes with the row shown below:

	A	B	C	I	R6	T
Virtus Bond Fund	SAVAX	SAVBX	SAVCX	SAVYX	VBFRX

The tables under “Fees and Expenses” in the fund’s summary prospectus and the summary section of the statutory prospectus are hereby revised to add the Class R6 column and to revise the associated footnotes as shown below:

Shareholder Fees (fees paid directly from your investment)	Class R6
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)	None
Maximum Sales Charge (load) (as a percentage of the lesser of purchase price or redemption proceeds)	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)	Class R6
Management Fee	0.45%
Distribution and Shareholder Servicing (12b-1) Fees	None
Other Expenses	0.36%	(b)
Acquired Fund Fees and Expenses	0.01%
Total Annual Fund Operating Expenses(c)	0.82%
Less: Fee Waiver and/or Expense Reimbursement(d)	(0.27%	)
Total Annual Fund Operating Expenses After Expense Reimbursement(c)(d)	0.55%

^(b)  Estimated for current fiscal year, as annualized.

^(c)  The Total Annual Fund Operating Expenses do not correlate to the ratio of expenses to average net assets appearing in the Financial Highlights tables, which tables reflect only the operating expenses of the fund and do not include acquired fund fees and expenses.

^(d)  The fund’s investment adviser has contractually agreed to limit the fund’s total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, extraordinary expenses and acquired fund fees and expenses) so that such expenses do not exceed 0.85% for Class A Shares, 1.60% for Class B Shares, 1.60% for Class C Shares, 0.60% for Class I Shares and 0.54% for Class R6 Shares through January 31, 2017. Following the contractual period, the adviser may discontinue these expense reimbursement arrangements at any time. Under certain conditions, the adviser may recapture operating expenses reimbursed under these arrangements for a period of three years following the time such reimbursement occurred.

The Example table is hereby revised to add the Class R6 row as shown below:

	Share Status	1 Year		3 Years		5 Years		10 Years
Class R6	Sold or Held	$	56	$	235	$	429	$	988

Virtus High Yield Fund

The cover page of the statutory prospectus is hereby revised by replacing the row showing ticker symbols for the fund’s share classes with the row shown below:

	A	B	C	I	R6	T
Virtus High Yield Fund	PHCHX	PHCCX	PGHCX	PHCIX	VRHYX

The tables under “Fees and Expenses” in the fund’s summary prospectus and the summary section of the statutory prospectus are hereby revised to reflect the new expense reimbursement arrangements, to add the Class R6 column and to revise the associated footnotes:

Shareholder Fees (fees paid directly from your investment)	Class A	Class B		Class C		Class I	Class R6
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)	3.75%	None		None		None	None
Maximum Sales Charge (load) (as a percentage of the lesser of purchase price or redemption proceeds)	None	5.00%	(a)	1.00%	(a)	None	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)	Class A		Class B		Class C		Class I		Class R6
Management Fees	0.65%		0.65%		0.65%		0.65%		0.65%
Distribution and Shareholder Servicing (12b-1) Fees	0.25%		1.00%		1.00%		None		None
Other Expenses	0.42%		0.42%		0.42%		0.42%		0.36%	(b)
Acquired Fund Fees and Expenses	0.01%		0.01%		0.01%		0.01%		0.01%
Total Annual Fund Operating Expenses(c)	1.33%		2.08%		2.08%		1.08%		1.02%
Less: Expense Reimbursement(d)	(0.32%	)	(0.32%	)	(0.32%	)	(0.32%	)	(0.32%	)
Total Annual Fund Operating Expenses After Expense Reimbursement(c)(d)	1.01%		1.76%		1.76%		0.76%		0.70%

^(a)  The maximum deferred sales charge is imposed on Class B Shares redeemed during the first year; thereafter, it decreases 1% annually to 2% during the fourth and fifth years and to 0% after the fifth year. The deferred sales charge is imposed on Class C Shares redeemed during the first year only.

^(b)  Estimated for current fiscal year, as annualized.

^(c)  The Total Annual Fund Operating Expenses do not correlate to the ratio of expenses to average net assets appearing in the Financial Highlights tables, which tables reflect only the operating expenses of the fund and do not include acquired fund fees and expenses.

^(d)  The fund’s investment adviser has contractually agreed to limit the fund’s total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, extraordinary expenses and acquired fund fees and expenses) so that such expenses do not exceed 1.00% for Class A Shares, 1.75% for Class B Shares, 1.75% for Class C Shares, 0.75% for Class I Shares and 0.69% for Class R6 Shares through January 31, 2017. Following the contractual period, the adviser may discontinue these expense reimbursement arrangements at any time. Under certain conditions, the adviser may recapture operating expenses reimbursed under these arrangements for a period of three years following the time such reimbursement occurred.

Under “Fees and Expenses, the “Example” table is hereby replaced with the following:

	Share Status	1 Year		3 Years		5 Years		10 Years
Class A	Sold or Held	$	474	$	750	$	1,047	$	1,890
Class B	Sold	$	579	$	821	$	1,089	$	2,193
	Held	$	179	$	621	$	1,089	$	2,193
Class C	Sold	$	279	$	621	$	1,089	$	2,385
	Held	$	179	$	621	$	1,089	$	2,385
Class I	Sold or Held	$	78	$	312	$	564	$	1,288
Class R6	Sold or Held	$	72	$	293	$	532	$	1,219

Virtus Senior Floating Rate Fund

The cover page of the statutory prospectus is hereby revised by replacing the row showing ticker symbols for the fund’s share classes with the row shown below:

	A	B	C	I	R6	T
Virtus Senior Floating Rate Fund	PSFRX		PFSRX	PSFIX	VRSFX

The tables under “Fees and Expenses” in the fund’s summary prospectus and the summary section of the statutory prospectus, are hereby revised to add the Class R6 column and to revise the associated footnote as shown below:

Shareholder Fees (fees paid directly from your investment)	Class R6
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)	None
Maximum Sales Charge (load) (as a percentage of the lesser of purchase price or redemption proceeds)	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)	Class R6
Management Fee	0.60%
Distribution and Shareholder Servicing (12b-1) Fees	None
Other Expenses	0.29%	(b)
Total Annual Fund Operating Expenses	0.89%

^(b)  Estimated for current fiscal year, as annualized.

The Example table is hereby revised to add the Class R6 row as shown below:

	Share Status	1 Year		3 Years		5 Years		10 Years
Class R6	Sold or Held	$	91	$	284	$	493	$	1,096

All Funds

In the first table in the section “More Information About Fund Expenses” on page 128 of the statutory prospectus, the rows corresponding to the funds are hereby replaced with the following.

	Class A Shares	Class B Shares	Class C Shares	Class I Shares	Class R6 Shares	Class T Shares	Through Date
Virtus Bond Fund	0.85%	1.60%	1.60%	0.60%	0.54%	N/A	January 31, 2017
Virtus High Yield Fund	1.00%	1.75%	1.75%	0.75%	0.69%	N/A	January 31, 2017
Virtus Senior Floating Rate Fund*	1.20%	N/A	1.95%	0.95%	0.89%	N/A	January 31, 2017

In the second table in the section “More Information About Fund Expenses” on page 129 of the statutory prospectus, the rows corresponding to the funds are hereby replaced and an associated footnote has been added.

	Class A Shares	Class B Shares	Class C Shares	Class I Shares	Class R6 Shares		Class T Shares
Virtus Bond Fund	0.86%	1.61%	1.61%	0.61%	0.55%		N/A
Virtus High Yield Fund**	1.16%	1.91%	1.91%	0.91%	0.85%	***	N/A
Virtus Senior Floating Rate Fund*	1.20%	N/A	1.95%	0.95%	0.89%		N/A

** Rates shown reflect prior expense reimbursement arrangements.

*** Estimated based on then existing share classes.

Under “What are the classes and how do they differ?” on page 202 of the statutory prospectus, the table in this section is hereby amended to read “None” in the column entitled “Class R6” for Virtus Bond Fund, Virtus High Yield Fund and Virtus Senior Floating Rate Fund.

The Class R6 Shares subheading under “What arrangement is best for you?” on pages 202-204 of the statutory prospectus is hereby amended to read:

Class R6 Shares (Virtus Bond Fund, Virtus Emerging Markets Opportunities Fund, Virtus Equity Trend Fund, Virtus Foreign Opportunities Fund, Virtus Global Real Estate Securities Fund, Virtus High Yield Fund, Virtus International Small-Cap Fund, Virtus Multi-Sector Intermediate Bond Fund, Virtus MultiSector Short Term Bond Fund, Virtus Real Estate Securities Fund and Virtus Senior Floating Rate Fund only).

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020/BFHYFSFRFAddR6NewExpCap (11/16)

Virtus Emerging Markets Equity Income Fund

and Virtus Essential Resources Fund,

each a series of Virtus Opportunities Trust

Supplement dated September 13, 2016 to the Summary and Statutory Prospectuses and Statement of Additional Information (“SAI”), each dated January 28, 2016, as supplemented

IMPORTANT NOTICE TO INVESTORS

Effective September 1, 2016, the subadviser to the above-named funds changed its name from Kleinwort Benson Investors International, Ltd. to KBI Global Investors (North America) Ltd. Accordingly, all references to the subadviser’s previous name in each fund’s summary prospectus, the statutory prospectus and SAI are hereby changed to reflect the subadviser’s new name, KBI Global Investors (North America) Ltd. and references to the defined term “KBII” are hereby changed to “KBIGI (North America).” Also, KBIGI (North America)’s affiliate, Kleinwort Benson Investors Dublin Ltd., has changed its name to KBI Global Investors Ltd. Accordingly, all references to that entity’s previous name in each fund’s summary prospectus, the statutory prospectus and SAI are hereby changed to reflect its new name, KBI Global Investors Ltd.

Investors should retain this supplement with the Prospectuses and SAI for future reference.

VOT 8020 KBIINameChange (9/2016)

Virtus Low Volatility Equity Fund, a series of Virtus Opportunities Trust

Supplement dated September 7, 2016 to the Summary and Statutory Prospectuses dated January 28, 2016

IMPORTANT NOTICE TO INVESTORS

Effective September 7, 2016, Michael Davis and Warun Kumar are added as portfolio managers of the fund. Accordingly, the disclosure under “Portfolio Management” in the summary prospectuses and in the summary section of the statutory prospectus is hereby revised to read:

> Michael Davis, a Portfolio Manager at Rampart is a manager of the fund. Mr. Davis has served as a Portfolio Manager of the fund since September 2016.

> Brendan R. Finneran, Portfolio Manager and Trader at Rampart, is a manager of the fund. Mr. Finneran has served as a Portfolio Manager of the fund since June 2013.

> Robert F. Hofeman, Jr., Portfolio Manager and Trader at Rampart, is a manager of the fund. Mr. Hofeman has served as a Portfolio Manager of the fund since June 2013.

> Warun Kumar, Chief Investment Officer and Portfolio Manager at Rampart, is a manager of the fund. Mr. Kumar has served as a Portfolio Manager of the fund since September 2016.

In the section “Portfolio Management” on page 188 of the statutory prospectus, the table under the subheading “Rampart” is hereby replaced with the following:

Virtus Low Volatility Equity Fund	Michael Davis (since September 2016)
	Brendan R. Finneran (since June 2013)
	Robert F. Hofeman, Jr. (since June 2013)
	Warun Kumar (since September 2016)

The narrative under the referenced table is hereby amended by adding the following biographical information for Mr. Davis and Mr. Kumar:

Michael Davis. Mr. Davis is Portfolio Manager at Rampart (since September 2016) and at VIA (since 2014) and has over 15 years of experience in the financial services industry, including investment management and capital markets. Prior to joining Virtus in 2014, he was a founding partner of Varick Asset Management, an independent alternative manager focused on the development of innovative portfolio solutions and investment strategies. Before forming Varick, Mr. Davis worked in the institutional asset management division of Barclays Capital, focused on quantitative and derivative-based investment strategies. Prior to Barclays, he worked in the derivative structuring group at Lehman Brothers. Mr. Davis started his career at Merrill Lynch in the asset-backed finance business.

Warun Kumar. Mr. Kumar is Chief Investment Officer and Portfolio Manager at Rampart (since October 2015), and Portfolio Manager at Virtus Alternative Investment Advisers, Inc., an affiliate of VIA (since May 2014). Before joining Virtus, Mr. Kumar was founder and managing partner of Varick Asset Management, an independent alternative manager focused on the development of innovative portfolio solutions and investment strategies for high net worth investors and institutional clients (2010 to 2014). Prior to forming Varick, Mr. Kumar was the U.S. head of Barclays Capital Fund Solutions, where he led the investment committee and managed business expansion throughout the Americas (2007 to 2010). Mr. Kumar’s investment management career began at Volaris Advisors, where he was a partner and headed the derivative advisory business. In addition to these roles, Mr. Kumar has held senior positions in the capital markets divisions of Lehman Brothers and Robertson Stephens, and was a founding partner of Sigma Advisors, an alternative investment advisory firm. Mr. Kumar began his financial services career in 1993 as a member of JP Morgan’s equity derivatives business.

All other disclosure concerning the fund, including fees and expenses, remains unchanged from the prospectuses dated January 28, 2016.

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020/LVE PMChanges (9/2016)

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301-9668

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Nancy J. Engberg, Vice President and Chief Compliance Officer

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl Street

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services	1-800-243-1574
Adviser Consulting Group	1-800-243-4361
Website	Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

P.O. Box 9874

Providence, RI 02940-8074

For more information about Virtus Mutual Funds,

please call your financial representative, or contact us

at 1-800-243-1574 or Virtus.com.

8008 11-16

ANNUAL REPORT

Virtus Real Estate Securities Fund

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Virtus Real Estate Securities Fund

(“Real Estate Securities Fund”)

Message to Shareholders	1
Disclosure of Fund Expenses	2
Key Investment Terms	4
Fund Summary	6
Schedule of Investments	10
Statement of Assets and Liabilities	12
Statement of Operations	13
Statements of Changes in Net Assets	14
Financial Highlights	16
Notes to Financial Statements	20
Report of Independent Registered Public Accounting Firm	28
Tax Information Notice	29
Results of Shareholder Meeting	30
Fund Management Tables	34

PROXY VOTING PROCEDURES AND VOTING RECORD (FORM N-PX)

The subadviser votes proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees of the Trust (“Trustees,” or the “Board”). You may obtain a description of these procedures, along with information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (“SEC”) website at http://www.sec.gov.

FORM N-Q INFORMATION

The Trust files a complete schedule of portfolio holdings for the Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Virtus Real Estate Securities Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To My Fellow Shareholders of Virtus Mutual Funds:

I am pleased to present this annual report that reviews the performance of your fund for the 12 months ended September 30, 2016. During the first half of the fiscal year, global equity markets were challenged by falling oil prices, China’s slowdown, and concerns over the Federal Reserve’s (“the Fed”) first rate hike in nine years, which occurred in December 2015. Equities plummeted in early 2016, but stabilizing oil prices and the Fed’s softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By

the end of September, U.S. equity markets had recovered much of their losses, and the 12-month period was positive for many asset classes. For the 12 months ended September 30, 2016, U.S. small-cap stocks kept pace with U.S. large-cap stocks, as measured by the 15.47% and 15.43% returns of the Russell 2000® Index and S&P 500® Index, respectively. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.78%, while the MSCI EAFE® Index (net) returned 6.52%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.06% one year earlier. For the 12 months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.19%, while non-investment grade bonds rose 12.73%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success. Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016 Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1

VIRTUS REAL ESTATE SECURITIES FUND

DISCLOSURE OF FUND EXPENSES (Unaudited)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Virtus Real Estate Securities Fund (the “Fund”), you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class C shares; and (2) ongoing costs, including investment advisory fees, distribution and service fees, and other expenses. Class I shares and Class R6 shares are sold without a sales charge and do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and timing of any purchases or redemptions.

2

VIRTUS REAL ESTATE SECURITIES FUND

DISCLOSURE OF FUND EXPENSES (Unaudited) (Continued)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Actual
Class A	$	1,000.00	$	1,039.70		1.41	%	$	7.19
Class B		1,000.00		1,035.70		2.16			10.99
Class C		1,000.00		1,035.40		2.16			10.99
Class I		1,000.00		1,041.10		1.16			5.92
Class R6		1,000.00		1,041.70		0.99			5.05
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.95		1.41			7.11
Class B		1,000.00		1,014.20		2.16			10.88
Class C		1,000.00		1,014.20		2.16			10.88
Class I		1,000.00		1,019.20		1.16			5.86
Class R6		1,000.00		1,020.05		0.99			5.00

* Expenses are equal to the Fund’s annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses were included, the expenses would have been higher.

You can find more information about the Fund’s expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus.

3

VIRTUS REAL ESTATE SECURITIES FUND

KEY INVESTMENT TERMS

SEPTEMBER 30, 2016 (Unaudited)

Bank of England

The Bank of England is the United Kingdom’s Central Bank.

Bank of Japan

The Bank of Japan is the Japanese Central Bank.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment grade fixed rate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

European Central Bank (“ECB”)

The European Central Bank (ECB) is responsible for conducting monetary policy for the euro area. The ECB was established as the core of the Eurosystem and the European System of Central Banks (ESCB). The ESCB comprises the ECB and the National Central Banks (NCBs) of all 17 EU Member States whether they have adopted the Euro or not.

Federal Reserve (the “Fed”)

The Central Bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable.

Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

FTSE NAREIT Equity REITs Index

The FTSE NAREIT Equity REITs Index is a free-float market capitalization index measuring equity tax-qualified real estate investment trusts, which meet minimum size and liquidity criteria, that are listed on the New York Stock Exchange, the American Stock Exchange and the NASDAQ National Market System. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Global Industry Classification Standard (GICS)

The Global Industry Classification Standard (GICS) is a standardized classification system for equities that was developed by, and is the exclusive property and a service mark of, MSCI Inc. (MSCI) and Standard & Poor’s, a division of the McGraw-Hill Companies, Inc. (S&P). As of September 1, 2016, the GICS structure comprises 11 sectors, 24 industry groups, 68 industries, and 157 subindustries.

MSCI EAFE^® Index (net)

The MSCI EAFE^® Index (net) is a free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The

4

VIRTUS REAL ESTATE SECURITIES FUND

KEY INVESTMENT TERMS (Continued)

SEPTEMBER 30, 2016 (Unaudited)

index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

REIT (Real Estate Investment Trust)

A publicly traded company that owns, develops and operates income-producing real estate such as apartments, office buildings, hotels, shopping centers and other commercial properties.

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

5

REAL ESTATE SECURITIES FUND   Fund Summary Portfolio Manager Commentary by Duff & Phelps Investment Management Co. Ticker Symbols: Class A: PHRAX Class B: PHRBX Class C: PHRCX Class I: PHRIX Class R6: VRREX

¢ The Fund is diversified and has investment objectives of capital appreciation and income with approximately equal emphasis.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 15.58%, Class B shares returned 14.70%, Class C shares returned 14.70%, Class I shares returned 15.85% and Class R6 shares returned 16.06%. For the fiscal year, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the FTSE NAREIT Equity REITs Index, the Fund’s style-specific index appropriate for comparison, returned 19.86%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

U.S. real estate equities outperformed U.S. equities during the 12 months ended September 30, 2016, as measured by the 19.86% increase in the FTSE NAREIT Equity REITs Index versus the 15.43% increase in the S&P 500^® Index.

In many ways the macro environment during the Fund’s fiscal year came full circle. While global central banks remained rather dovish over the course of the fiscal year, at the outset in December 2015, the U.S. Federal Reserve (“the Fed”) announced an increase in the target range for the federal funds rate to 0.25% to 0.50% after seven years in the 0% to 0.25% range. While admittedly this was a small move, it was the first time the Fed increased rates in over nine years. At that time the Fed also appeared to be signaling that several more rate increases would be coming in the next year.

The likelihood of further rate increases quickly faded as policy uncertainty out of China and concerns regarding global economic growth sent

global equity markets into a tailspin in early 2016. Also of note during the first quarter of 2016 were further monetary policy actions by the Bank of Japan (“BOJ”) and European Central Bank (“ECB”) seeking to stimulate economic growth and inflation. The BOJ embraced for the first time a negative interest rate policy and the ECB extended its negative interest rate policy.

During the second quarter of 2016, voters in the U.K. delivered a shocking result on June 23 to leave the European Union (“EU”). Despite polls indicating that the result would be close, very few observers actually believed that the “Brexit” camp would carry the day. Volatility in the global equity and currency markets spiked dramatically following the vote, with the British pound falling 11.1% in the first two days. The U.K. political situation also became more uncertain as Prime Minister Cameron announced his resignation, and Theresa May was appointed as his successor on July 11. It became apparent that Article 50, a two-year negotiating process for the U.K. to leave the EU, would not be engaged anytime soon. As of the end of the Fund’s fiscal year, the ultimate implications of Brexit on the U.K. and the broader European Union remained very uncertain and would likely take months, if not years, to gain greater clarity. In the meantime, U.K. risk premiums increased and the British pound experienced increased pressure.

As the Fund’s fiscal year came to a close, the Fed appeared once again to be contemplating an increase in the federal funds rate after not raising it since December 2015. Based on the rhetoric leading up to their respective September policy meetings and the meetings themselves, major global central banks seemed to be questioning to varying degrees the efficacy of current monetary policy to achieve their medium term inflation goals. More than ever, central bankers appeared to be indicating that it would be difficult to achieve their inflation goals without an assist from fiscal policy and structural economic reforms.

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

6

REAL ESTATE SECURITIES FUND (Continued)

To provide further support of these events on the bond market, the 10-Year U.S. Treasury started the Fund’s fiscal year with a yield of 2.04%, sold off to a peak yield in November 2015 of 2.34%, then rallied on and off again to a low yield of 1.36% post the Brexit vote in the U.K., to finally finish the fiscal year at 1.59%.

Thematically, real estate companies remained active on the capital raising front, particularly in the U.S., Europe excluding the U.K., and Japan as they looked to fund redevelopment, development, and acquisitions of companies or portfolios of assets. In addition, it was a common occurrence for companies to lock in long-term, inexpensive fixed-rate debt. Portfolio pruning and asset recycling were additional sources of capital and were more evident in the U.S. than in other markets, as is often the case. We also witnessed ongoing mergers and acquisition activity. Our global travels during the period brought us to numerous countries and cities in the U.S., Europe, and Asia Pacific regions and were helpful in providing timely updates on the space and asset markets in each locale. Additionally, quality time was spent visiting existing REIT holdings in the Fund and conducting due diligence on potential new investment opportunities. At a high level, the strong appetite for high-quality commercial real estate from a wide and deep pool of institutional capital sources was evident across most locations as reflected in recent asset market pricing trends.

From our time spent in London, it was difficult to detect negative ramifications from the fallout of the Brexit vote. On the contrary, the anecdotal observations were positive as it related to tourist activity and retail spending, both of which have benefited from the dramatic fall in the British pound since the June vote. However, based on the limited amount of commercial real estate transaction activity since the vote, we know there has been a small negative impact to real estate values, particularly city-oriented offices, and that rental levels have softened a bit. While we have yet to witness a Brexit-related benefit to other

cities, it could be an incremental future demand driver for the likes of Paris, Frankfurt, Dublin, and New York, should possible relocations from London occur. For the time being, decision making, as it relates to London office space, has slowed. As a whole, new office development would be needed in any of the European cities mentioned to accommodate a significant move, were it to occur, from London. New York would also be in a position to absorb demand from London.

After the market closed on August 31, real estate became the eleventh sector of the Global Industry Classification Standard (“GICS”) – the first sector added since the classification system was created in 1999. Importantly, we believe this decision reflects the views of industry participants that real estate is a separate asset class with distinct investment characteristics, particularly relative to other financial companies.

What factors affected the Fund’s performance during its fiscal year?

For the one-year period ended September 30, 2016, the Fund demonstrated solid performance, yet lagged its style-specific benchmark. The Fund’s relative performance to the benchmark was driven by security selection and sector allocation, as both detracted from performance over the period.

On the whole, central banks remained dovish throughout the fiscal year, as witnessed by the Fed, ECB, BOJ, and Bank of England (“BOE”), and global bonds rallied. Although early in the Fund’s fiscal year, the Fed was predicting three to four staggered increases in the federal funds rate for 2016, it did not raise rates further after December 2015. As a result, any portfolio management steps taken to position for such moves, while one could suggest were prudent, were, in fact, premature. In fact, in the U.S., the best performing property sector was freestanding retail, a property sector with the longest lease durations, and the most bond-like in the benchmark.

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

7

REAL ESTATE SECURITIES FUND (Continued)

Within U.S. property sectors, freestanding retail, data centers (which became a new property sector late in 2015), and industrial demonstrated the best total returns over the last 12 months. Lodging, self-storage, and apartments were the laggards, yet all property sectors delivered positive returns.

Based on both property sector allocation and security selection, the largest positive contributors to the Fund’s relative performance during the fiscal year were the industrial sector, as a result of an overweight allocation and strong performance; health care, as a result of an underweight allocation; and diversified, due to an underweight allocation.

The most significant detractors from the Fund’s relative performance during the fiscal year were lodging, due to an overweight allocation during its period of underperformance and security selection; freestanding retail, due to an underweight allocation and its top performance among property sectors in an environment that favored the bond-like qualities of the sector; and the office sector, resulting from an overweight allocation and security selection.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Real Estate: The fund may be negatively affected by factors specific to the real estate market, including interest rates, leverage, property, and management.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocations
The following table presents asset allocations within certain sectors as a percentage of total investments at September 30, 2016.
Office	14	%
Apartments	12
Shopping Centers	11
Industrials	11
Data Centers	11
Regional Malls	11
Self Storage	8
Other	22
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

8

REAL ESTATE SECURITIES FUND (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 Year			5 Years			10 Years			Since Inception			Inception Date
Class A Shares at NAV2		15.58	%		14.79	%		5.86	%		—			—
Class A Shares at POP3,4		8.93			13.44			5.24			—			—
Class B Shares at NAV2		14.70			13.93			5.06			—			—
Class B Shares with CDSC4		10.87			13.93			5.06			—			—
Class C Shares with NAV2 and with CDSC4		14.70			13.93			5.07			—			—
Class I Shares at NAV2		15.85			15.08			—			5.28	%		12/29/06
Class R6 Shares at NAV2		16.06			—			—			9.10			11/12/14
S&P 500® Index		15.43			16.37			7.24			—5			—
FTSE NAREIT Equity REITs Index		19.86			15.91			6.35			—6			—

Fund Expense Ratios⁷: A Shares: 1.36%, B Shares: 2.11%, C Shares: 2.11%, I Shares: 1.11%, R6 Shares 0.93%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  CDSC (contingent deferred sales charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for Class B shares decline from 5% to 0% over a five-year period. CDSC charges for certain redemptions of Class A shares made within 18 months of purchases on which a finder’s fee was paid and all redemptions of Class C shares are 1% within the first year and 0% thereafter.

⁵  The index returned 6.71% for Class I shares and 5.56% for Class R6 shares since the inception date of the respective class.

⁶  The index returned 5.53% for Class I shares and 10.30% for Class R6 shares since the inception date of the respective class.

⁷  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios.

Growth of $10,000 for periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A,

Class B, and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

9

VIRTUS REAL ESTATE SECURITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—98.8%
REAL ESTATE INVESTMENT TRUSTS—98.8%
DATA CENTERS—10.7%
Coresite Realty Corp.		270,900	$	20,057
CyrusOne, Inc.		196,000		9,324
Digital Realty Trust, Inc.		512,850		49,808
Equinix, Inc.		148,500		53,497
				132,686
DIVERSIFIED—4.1%
Vornado Realty Trust		506,700		51,283
				51,283
HEALTH CARE—7.7%
Healthcare Realty Trust, Inc.		627,775		21,382
Healthcare Trust of America, Inc. Class A		948,200		30,931
Ventas, Inc.		390,361		27,571
Welltower, Inc.		212,241		15,869
				95,753
INDUSTRIAL/OFFICE—24.4%
Industrial—10.9%
DCT Industrial Trust, Inc.		979,303		47,545
Duke Realty Corp.		1,613,952		44,109
Prologis, Inc.		802,752		42,980
				134,634
Office—13.5%
Boston Properties, Inc.		108,983		14,853
Cousins Properties, Inc.		1,219,170		12,728
Douglas Emmett, Inc.		820,829		30,067
Highwoods Properties, Inc.		654,942		34,135
Kilroy Realty Corp.		667,942		46,322
Paramount Group, Inc.		1,808,236		29,637
				167,742
Total Industrial/Office				302,376
LODGING/RESORTS—3.6%
Host Hotels & Resorts, Inc.		808,986		12,596
Pebblebrook Hotel Trust		573,363		15,251
RLJ Lodging Trust		801,652		16,859
				44,706

	SHARES		VALUE
RESIDENTIAL—15.5%
Apartments—11.7%
American Campus Communities, Inc.		349,117	$	17,760
Apartment Investment & Management Co. Class A		243,800		11,193
AvalonBay Communities, Inc.		176,290		31,351
Equity Residential		473,145		30,438
Essex Property Trust, Inc.		245,740		54,726
				145,468
Manufactured Homes—2.6%
Equity LifeStyle Properties, Inc.		216,053		16,675
Sun Communities, Inc.		189,300		14,856
				31,531
Single Family Homes—1.2%
American Homes 4 Rent Class A		682,300		14,765
				14,765
Total Residential				191,764
RETAIL—24.5%
Free Standing—2.8%
STORE Capital Corp.		1,182,843		34,858
				34,858
Regional Malls—10.6%
General Growth Properties, Inc.		1,057,575		29,189
Simon Property Group, Inc.		493,541		102,168
				131,357
Shopping Centers—11.1%
Brixmor Property Group, Inc.		1,153,696		32,061
Federal Realty Investment Trust		223,200		34,357
Regency Centers Corp.		447,700		34,693

See Notes to Financial Statements

10

VIRTUS REAL ESTATE SECURITIES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Shopping Centers (continued)
Tanger Factory Outlet Centers, Inc.		923,432	$	35,977
				137,088
Total Retail				303,303
SELF STORAGE—8.3%
CubeSmart		1,264,650		34,474
Extra Space Storage, Inc.		394,183		31,302
Public Storage		165,692		36,973
				102,749
TOTAL COMMON STOCKS (Identified Cost $795,302)				1,224,620
TOTAL LONG TERM INVESTMENTS—98.8%
(Identified Cost $795,302)				1,224,620
TOTAL INVESTMENTS—98.8% (Identified Cost $795,302)				1,224,620	(1)
Other assets and liabilities, net—1.2%				14,677
NET ASSETS—100.0%			$	1,239,297

FOOTNOTE LEGEND:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 9 Federal Income Tax Information in the Notes to Financial Statements.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	1,224,620	$	1,224,620
Total Investments	$	1,224,620	$	1,224,620

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

11

VIRTUS REAL ESTATE SECURITIES FUND

STATEMENT OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

($ Reported in thousands except shares and per share amounts)

Assets
Investment in securities at value(1)	$	1,224,620
Cash		9,588
Receivables
Investment securities sold		11,000
Fund shares sold		3,996
Dividends and interest receivable		5,136
Prepaid expenses		57
Prepaid trustee retainer		27
Other assets		17
Total assets		1,254,441
Liabilities
Payables
Fund shares repurchased		5,351
Investment securities purchased		8,231
Investment advisory fees		762
Distribution and service fees		168
Administration fees		126
Transfer agent fees and expenses		381
Professional fees		13
Trustee fees and expenses		29
Trustee deferred compensation plan		17
Other accrued expenses		66
Total liabilities		15,144
Net Assets	$	1,239,297
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	654,957
Accumulated undistributed net investment income (loss)		—
Accumulated undistributed net realized gain (loss)		155,022
Net unrealized appreciation (depreciation) on investments		429,318
Net Assets	$	1,239,297
Class A
Net asset value (net assets/shares outstanding) per share	$	36.87
Maximum offering price per share NAV/(1-5.75%)	$	39.12
Shares of beneficial interest outstanding, no par value, unlimited authorization		14,378,976
Net Assets	$	530,135
Class B
Net asset value (net assets/shares outstanding) and offering price per share	$	36.28
Shares of beneficial interest outstanding, no par value, unlimited authorization		14,437
Net Assets	$	524
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	36.77
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,827,766
Net Assets	$	67,216
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	36.83
Shares of beneficial interest outstanding, no par value, unlimited authorization		16,830,219
Net Assets	$	619,818
Class R6
Net asset value (net assets/shares outstanding) and offering price per share	$	36.84
Shares of beneficial interest outstanding, no par value, unlimited authorization		586,517
Net Assets	$	21,604
(1) Investment in securities at cost	$	795,302

See Notes to Financial Statements

12

VIRTUS REAL ESTATE SECURITIES FUND

STATEMENT OF OPERATIONS

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

Investment Income
Dividends	$	34,640
Interest		31
Total investment income		34,671
Expenses
Investment advisory fees		9,561
Service fees, Class A		1,462
Distribution and service fees, Class B		9
Distribution and service fees, Class C		669
Administration fees		1,629
Transfer agent fees and expenses		2,862
Registration fees		131
Printing fees and expenses		318
Trustees’ fees and expenses		127
Professional fees		47
Custodian fees		26
Miscellaneous expenses		93
Total expenses		16,934
Low balance account fees		—	(1)
Net expenses		16,934
Net investment income (loss)		17,737
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		207,975
Net change in unrealized appreciation (depreciation) on investments		(35,860	)
Net gain (loss) on investments		172,115
Net increase (decrease) in net assets resulting from operations	$	189,852

⁽¹⁾  Amount is less than $500^.

See Notes to Financial Statements

13

VIRTUS REAL ESTATE SECURITIES FUND

STATEMENTS OF CHANGES IN NET ASSETS

(Reported in thousands)

	Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	17,737		$	21,459
Net realized gain (loss)		207,975			197,947
Net change in unrealized appreciation (depreciation)		(35,860	)		(43,973	)
Increase (decrease) in net assets resulting from operations		189,852			175,433
From Distributions to Shareholders
Net investment income, Class A		(7,500	)		(9,863	)
Net investment income, Class B		(4	)		(10	)
Net investment income, Class C		(382	)		(399	)
Net investment income, Class I		(9,664	)		(11,111	)
Net investment income, Class R6		(251	)		(12	)
Net realized short-term gains, Class A		(4,959	)		(2,206	)
Net realized short-term gains, Class B		(9	)		(7	)
Net realized short-term gains, Class C		(548	)		(189	)
Net realized short-term gains, Class I		(5,095	)		(1,983	)
Net realized short-term gains, Class R6		(91	)		(—	)(1)
Net realized long-term gains, Class A		(92,687	)		(36,741	)
Net realized long-term gains, Class B		(183	)		(122	)
Net realized long-term gains, Class C		(10,113	)		(3,144	)
Net realized long-term gains, Class I		(93,730	)		(33,016	)
Net realized long-term gains, Class R6		(1,630	)		(5	)
Decrease in net assets from distributions to shareholders		(226,846	)		(98,808	)
From Share Transactions
Sale of shares
Class A (3,093 and 5,635 shares, respectively)		113,074			229,447
Class B (1 and —(2) shares, respectively)		18			14
Class C (184 and 249 shares, respectively)		6,659			10,111
Class I (4,851 and 3,839 shares, respectively)		174,976			156,081
Class R6 (562 and 55 shares, respectively)		21,137			2,219
Reinvestment of distributions
Class A (2,973 and 1,152 shares, respectively)		100,358			46,862
Class B (5 and 3 shares, respectively)		177			124
Class C (300 and 83 shares, respectively)		10,097			3,363
Class I (3,135 and 1,103 shares, respectively)		105,792			44,771
Class R6 (58 and —(2) shares, respectively)		1,972			17
Shares repurchased
Class A (7,850 and 10,962 shares, respectively)		(285,777	)		(439,189	)
Class B (29 and 43 shares, respectively)		(1,038	)		(1,694	)
Class C (377 and 330 shares, respectively)		(13,622	)		(13,174	)
Class I (8,024 and 6,450 shares, respectively)		(293,340	)		(260,654	)
Class R6 (77 and 12 shares, respectively)		(2,763	)		(489	)
Increase (decrease) in net assets from share transactions		(62,280	)		(222,191	)
Net increase (decrease) in net assets		(99,274	)		(145,566	)
Net Assets
Beginning of period		1,338,571			1,484,137
End of period	$	1,239,297		$	1,338,571
Accumulated undistributed net investment income (loss) at end of period		—		$	64

⁽¹⁾  Amount is less than $500.

⁽²⁾  Amount is less than 500 shares.

See Notes to Financial Statements

14

THIS PAGE INTENTIONALLY BLANK.

VIRTUS REAL ESTATE SECURITIES FUND

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)		Total from Investment Operations		Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
Class A
10/1/15 to 9/30/16		$	38.45		0.47			4.80		5.27		(0.48	)		(6.37	)		(6.85	)
10/1/14 to 9/30/15			36.65		0.51			3.76		4.27		(0.53	)		(1.94	)		(2.47	)
10/1/13 to 9/30/14			35.10		0.29			3.86		4.15		(0.29	)		(2.31	)		(2.60	)
10/1/12 to 9/30/13			34.19		0.36			0.91		1.27		(0.36	)		—			(0.36	)
10/1/11 to 9/30/12			26.05		0.21			8.24		8.45		(0.31	)		—			(0.31	)
Class B
10/1/15 to 9/30/16		$	37.90		0.17			4.75		4.92		(0.17	)		(6.37	)		(6.54	)
10/1/14 to 9/30/15			36.13		0.17			3.74		3.91		(0.20	)		(1.94	)		(2.14	)
10/1/13 to 9/30/14			34.62		(0.01	)		3.84		3.83		(0.01	)		(2.31	)		(2.32	)
10/1/12 to 9/30/13			33.72		0.10			0.89		0.99		(0.09	)		—			(0.09	)
10/1/11 to 9/30/12			25.71		0.02			8.06		8.08		(0.07	)		—			(0.07	)
Class C
10/1/15 to 9/30/16		$	38.37		0.20			4.78		4.98		(0.21	)		(6.37	)		(6.58	)
10/1/14 to 9/30/15			36.59		0.22			3.73		3.95		(0.23	)		(1.94	)		(2.17	)
10/1/13 to 9/30/14			35.04		0.01			3.87		3.88		(0.02	)		(2.31	)		(2.33	)
10/1/12 to 9/30/13			34.14		0.08			0.92		1.00		(0.10	)		—			(0.10	)
10/1/11 to 9/30/12			26.02		(0.03	)		8.22		8.19		(0.07	)		—			(0.07	)

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

16

VIRTUS REAL ESTATE SECURITIES FUND

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (000’s)			Ratio of Expenses to Average Net Assets(3)			Ratio of Net Investment Income   (Loss) to Average Net Assets			Portfolio Turnover Rate
	(1.58	)		$	36.87		15.58	%		$	530,135		1.39	%(7)		1.29	%		31	%
	1.80				38.45		11.34				621,507		1.36			1.26			22
	1.55				36.65		12.75				745,473		1.38			0.79			28
	0.91				35.10		3.70				745,631		1.40			1.00			30
	8.14				34.19		32.49				789,925		1.41			0.67			24
	(1.62	)		$	36.28		14.70	%		$	524		2.14	%(7)		0.48	%		31	%
	1.77				37.90		10.51				1,418		2.11			0.42			22
	1.51				36.13		11.91				2,770		2.13			(0.02	)		28
	0.90				34.62		2.92				3,978		2.15			0.29			30
	8.01				33.72		31.49				6,761		2.16			0.07			24
	(1.60	)		$	36.77		14.70	%		$	67,216		2.15	%(7)		0.55	%		31	%
	1.78				38.37		10.49				66,023		2.11			0.56			22
	1.55				36.59		11.91				62,889		2.13			0.04			28
	0.90				35.04		2.93				63,005		2.15			0.23			30
	8.12				34.14		31.48				60,941		2.16			(0.10	)		24

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

17

VIRTUS REAL ESTATE SECURITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations		Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
Class I
10/1/15 to 9/30/16		$	38.42		0.56		4.80			5.36		(0.58	)		(6.37	)		(6.95	)
10/1/14 to 9/30/15			36.62		0.62		3.75			4.37		(0.63	)		(1.94	)		(2.57	)
10/1/13 to 9/30/14			35.07		0.39		3.86			4.25		(0.39	)		(2.31	)		(2.70	)
10/1/12 to 9/30/13			34.16		0.43		0.92			1.35		(0.44	)		—			(0.44	)
10/1/11 to 9/30/12			26.03		0.30		8.22			8.52		(0.39	)		—			(0.39	)
Class R6
10/1/15 to 9/30/16		$	38.42		0.70		4.73			5.43		(0.64	)		(6.37	)		(7.01	)
11/12/14(4) to 9/30/15			40.32		0.79		(0.06	)		0.73		(0.69	)		(1.94	)		(2.63	)

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

18

VIRTUS REAL ESTATE SECURITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (000’s)			Ratio of Expenses to Average Net Assets(3)			Ratio of Net Investment Income   (Loss) to Average Net Assets			Portfolio Turnover Rate
	(1.59	)		$	36.83		15.85	%		$	619,818		1.14	%(7)		1.52	%		31	%
	1.80				38.42		11.63				647,976		1.11			1.55			22
	1.55				36.62		13.04				673,005		1.13			1.07			28
	0.91				35.07		3.96				494,963		1.15			1.21			30
	8.13				34.16		32.80				422,374		1.16			0.93			24
	(1.58	)		$	36.84		16.06	%		$	21,604		0.98	%(7)		1.93	%		31	%
	(1.90	)			38.42		1.54	(6)			1,647		0.94	(5)		2.30	(5)		22

Footnote Legend

⁽¹⁾  Sales charges, where applicable, are not reflected in the total return calculation.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  The Fund may invest in other funds, and the annualized expense ratios do not reflect fees and expenses associated with the underlying funds.

⁽⁴⁾  Inception date of class.

⁽⁵⁾  Annualized.

⁽⁶⁾  Not annualized.

⁽⁷⁾  Expense ratios include extraordinary proxy expenses

See Notes to Financial Statements

19

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company.

As of the date of this report, 31 funds of the Trust are offered for sale, of which the Real Estate Securities Fund (the “Fund”) is reported in this annual report. The Fund’s investment objectives are outlined in the Fund Summary Page. There is no guarantee the Fund will achieve its objective.

The Fund offers Class A shares, Class C shares, Class I shares and Class R6 shares for sale. Class B shares are no longer available for purchase by new or existing shareholders, except by existing shareholders through Qualifying Transactions. (For information regarding Qualifying Transactions, refer to the Fund’s prospectus.)

Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 1% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which the CDSC applies for the Fund is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class B shares were generally sold with a CDSC which declines from 5% to zero depending on the period of time the shares are held.

Class C shares are generally sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class I shares are sold without a front-end sales charge or CDSC.

Class R6 shares are only available to participants in employer-sponsored retirement plans, such as 401(k) plans, profit sharing plans, defined benefit plans and other employer directed plans. Class R6 shares do not carry sales commissions or pay Rule 12b-1 fees. No compensation, administrative payments, sub-transfer agency payments or service payments are paid to brokers or other entities from fund assets or the Distributor’s or an affiliate’s resources on sales of or investments in Class R6 Shares.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the Fund. These fees are reflected as “Low Balance Account Fees” in the Fund’s Statement of Operations for the period, as applicable.

Each class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each class bears different distribution and/or service fees under a Board-approved Rule 12b-1 and/or shareholder service plan (“12b-1 plan”) and has exclusive voting rights with respect to such plans. Class I shares and Class R6 shares are not subject to a 12b-1 plan. Income and other expenses as well as realized and unrealized gains and losses of the Fund are borne pro rata by the holders of each class of shares.

Note 2. Significant Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the

20

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and those differences could be significant.

A. Security Valuation

Security valuation procedures for the Fund, which include nightly price variance, as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board”, or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. It is the Fund’s policy to recognize transfers at the end of the reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

A description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time) that may impact the value of securities traded in these non-U.S. markets. In such cases the Fund fair values non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as American Depositary Receipts, financial futures, exchange-traded funds, and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

21

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value the Fund’s net assets by each major security type is disclosed at the end of the Schedule of Investments for the Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from the sale of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method.

Dividend income from REIT investments is recorded using management’s estimate of the income included in distributions received from the REIT investments. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each REIT after its fiscal year-end, and may differ from the estimated amounts.

C. Income Taxes

The Fund is treated as a separate taxable entity. It is the intention of the Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

The Fund may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

D. Distributions to Shareholders

Distributions are recorded by the Fund on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses

22

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by the Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

In addition to the net operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the Fund’s pro rata expenses of any underlying mutual funds in which the Fund invests.

F. Earnings Credit and Interest

Through arrangements with the Fund’s custodian, the Fund either receives an earnings credit or interest on agreed upon target un-invested cash balances to reduce the Fund’s custody expenses. The credits are reflected as “Earnings credit from Custodian” and the interest is reflected under “Interest income” in the Fund’s Statement of Operations for the period, as applicable.

Note 3. Investment Advisory Fees and Related Party Transactions

($ reported in thousands except as noted)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect, wholly owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Fund’s investment program and general operations of the Fund, including oversight of the Fund’s subadviser.

As compensation for its services to the Fund, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of the Fund:

First $1 Billion	$1 Billion through $2 Billion	$2+ Billion
0.75%	0.70%	0.65%

B. Subadviser

Duff & Phelps Investment Management Co. (the “Subadviser”), an indirect wholly owned subsidiary of Virtus, is the subadviser to the Fund. The subadviser manages the investments of the Fund for which the Subadviser is paid a fee by the Adviser.

C. Distributor

VP Distributors, LLC (“VP Distributors”), an indirect wholly owned subsidiary of Virtus, serves as the distributor of the Fund’s shares. VP Distributors has advised the Fund that for the fiscal year (the “period”) ended September 30, 2016, it retained net commissions of $16 for Class A shares and deferred sales charges of $4 for Class C shares.

In addition, the Fund pays VP Distributors distribution and/or service fees under a 12b-1 plan as a percentage of the daily average net assets of each respective class at

23

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

the annual rates as follows: 0.25% for Class A shares, 1.00% for Class B shares, and 1.00% for Class C shares. Class R6 shares and Class I shares are not subject to a 12b-1 plan.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

D. Administrator and Transfer Agent

Virtus Fund Services, LLC, an indirect wholly owned subsidiary of Virtus, serves as administrator and transfer agent to the Fund.

For the period ended September 30, 2016, the Fund incurred administration fees totaling $1,266 which are included in the Statement of Operations.

For the period ended September 30, 2016, the Fund incurred transfer agent fees totaling $2,786 which are included in the Statement of Operations. A portion of these fees was paid to outside entities that also provide services to the Trust.

E. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates, and the retirement plans of Virtus and its affiliates, held shares of the Fund which may be redeemed at any time that aggregated to the following:

	Shares		Aggregate Net Asset Value
Class I		118,789	$	4,375
Class R6		3,200		118

F. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 4. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities (excluding U.S. Government and agency securities and short-term securities) during the period ended September 30, 2016, were as follows:

Purchases		Sales
$	402,144	$	663,310

There were no purchases or sales of long-term U.S. Government and agency securities for the period ended September 30, 2016.

24

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 5. Borrowings

($ reported in thousands)

On June 29, 2016, the Fund and other affiliated funds renewed a $50,000 secured line of credit. The Credit Agreement (the “Agreement”) is with a commercial bank (the “Bank”) that allows the Fund to borrow cash from the Bank to manage large unexpected redemptions and trade fails, up to a limit of one-fifth of the Fund’s total net assets in accordance with the Agreement. The agreement has a term of 364 days and is renewable by the Fund with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Fund and other affiliated funds are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

The Fund had no outstanding borrowings at any time during the period ended September 30, 2016.

Note 6. 10% Shareholders

As of September 30, 2016, the Fund had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of the Fund as detailed below:

% of Shares Outstanding			Number of Accounts
	22	%		2*

* The shareholders are not affiliated with Virtus.

Note 7. Credit Risk and Asset Concentrations

The Fund may invest a high percentage of its assets in specific sectors of the market in its pursuit of its investment objective. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors.

Note 8. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Each Trustee has also entered into an indemnification agreement with the Trust. In addition, in the normal course of business, the Fund enters into contracts that provide a variety of indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund and that have not occurred. However, the Fund has not had prior claims or losses pursuant to these arrangements and expects the risk of loss to be remote.

25

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 9. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows:

Federal Tax Cost	Unrealized Appreciation	Unrealized (Depreciation)	Net Unrealized Appreciation (Depreciation)
$814,521	$420,256	$(10,157)	$410,099

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) (which are disclosed above) consist of the following:

Undistributed Ordinary Income		Undistributed Long-term Capital Gains
$	6,457	$	167,784

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

The tax character of dividends and distributions paid during the years ended September 30, 2016 and 2015 was as follows:

	Year Ended
	2016		2015
Ordinary Income	$	28,503	$	25,780
Long-Term Capital Gains		198,343		73,028
Total	$	226,846	$	98,808

Note 10. Regulatory Matters and Litigation

From time to time, the Trust, the Fund’s Adviser and/or Subadviser and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint

26

VIRTUS REAL ESTATE SECURITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part and denying in part the defendants’ motions to dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

Note 11. Subsequent Events

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there are no subsequent events requiring recognition or disclosure in the financial statements.

27

Report of Independent Registered Public

Accounting Firm

To the Board of Trustees of

Virtus Opportunities Trust and Shareholders of

Virtus Real Estate Securities Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Virtus Real Estate Securities Fund (one of the funds constituting Virtus Opportunities Trust, hereafter referred to as the “Fund”) at September 30, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

28

VIRTUS REAL ESTATE SECURITIES FUND

TAX INFORMATION NOTICE (Unaudited)

SEPTEMBER 30, 2016

For the fiscal year ended September 30, 2016, the Fund makes the following disclosures for federal income tax purposes. Below is listed the percentage, or the maximum amount allowable, of its ordinary income dividends (“QDI”) to qualify for the lower tax rates applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Fund which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The actual percentage of QDI and DRD for the calendar year will be designated in year-end tax statements. The Fund designates the amount below as long-term capital gains dividends (“LTCG”) taxable at a 20% rate, or lower depending on the shareholder’s income ($ reported in thousands). LTCG amount, if subsequently different, will be designated in the next annual report.

QDI	DRD	LTCG
—%	—%	$196,075

29

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

At a special meeting of shareholders of all series of Virtus Equity Trust, Virtus Insight Trust and Virtus Opportunities Trust, held on May 19, 2016, shareholders of Virtus Opportunities Trust (the “Trust”) voted on the following proposals:

Proposal 1.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To elect six Trustees to serve on the Board of Trustees until the next meeting of shareholders at which Trustees are elected.
George R. Aylward		1,145,056,198.477		24,756,597.221		0
Thomas J. Brown		1,144,160,222.050		25,652,573.650		0
Donald C. Burke		1,145,758,834.912		24,053,960.790		0
Roger A. Gelfenbien		1,144,297,795.833		25,514,999.865		0
John R. Mallin		1,144,938,076.292		24,874,719.410		0
Hassell H. McClellan		1,143,864,433.134		25,948,362.566		0

Shareholders of the Trust voted to approve the above proposal.

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus CA Tax Exempt Bond Fund		1,258,194.893		91,895.368		41,271.245
Virtus Emerging Markets Debt Fund		3,015,152.206		198.283		0
Virtus Emerging Markets Equity Income Fund		3,672,832.400		0		0
Virtus Emerging Markets Opportunities Fund		620,793,093.034		25,302,093.728		9,306,937.262
Virtus Emerging Markets Small-Cap Fund		494,281.793		0		0
Virtus Essential Resources Fund		504,931.913		0		0
Virtus Foreign Opportunities Fund		27,726,679.250		666,663.374		564,703.507
Virtus Greater European Opportunities Fund		818,457.900		37,502.974		15,676.215
Virtus International Small-Cap Fund		3,074,638.276		5,991.041		10,261.000
Virtus International Wealth Masters Fund		518,044.295		0		0
Virtus Low Duration Income Fund		10,449,114.393		779,684.940		311,840.943
Virtus Multi-Sector Intermediate Bond Fund		11,147,670.008		724,253.699		406,427.672
Virtus Multi-Sector Short Term Bond Fund		618,834,424.483		21,316,032.964		14,819,955.463

Shareholders of the Funds listed above voted to approve the above proposal.

30

RESULTS OF SHAREHOLDER MEETING (Continued)

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Foreign Opportunities Fund		27,568,524.708		741,409.046		648,118.377
Virtus Multi-Sector Short Term Bond Fund		615,281,810.614		22,749,361.497		16,939,237.795

Shareholders of the Funds listed above voted to approve the above proposal.

31

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

JULY 18, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund, Virtus Wealth Masters Fund, Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund, held on July 18, 2016, shareholders of the Funds voted on the following proposals:

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus Global Equity Trend Fund		2,071,338.688		221,721.989		61,016.655
Virtus Global Opportunities Fund		6,475,669.315		399,601.579		221,211.057
Virtus Herzfeld Fund		2,285,754.412		134,756.871		89,510.278
Virtus International Equity Fund		347,976.498		45,434.960		4,980.529
Virtus Low Volatility Equity Fund		234,510.520		7,334.000		90,835.796
Virtus Real Estate Securities Fund		14,196,247.698		691,146.713		476,502.196
Virtus Sector Trend Fund		14,380,526.646		1,274,297.224		1,097,176.679
Virtus Wealth Masters Fund		2,759,756.937		182,003.481		154,822.394
Virtus Alternatives Diversifier Fund		2,054,425.037		135,901.800		177,500.739
Virtus Equity Trend Fund		47,080,228.694		3,814,318.119		2,960,680.324
Virtus Multi-Asset Trend Fund		7,428,521.065		660,946.728		521,389.418
Virtus Tax-Exempt Bond Fund		7,423,225.114		802,129.342		492,588.498

Shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund and Virtus Wealth Masters Fund voted to approve the above proposal. Shareholders of Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund did not approve the above proposal.

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Sector Trend Fund		14,250,883.760		1,251,197.022		1,249,922.768
Virtus Real Estate Securities Fund		13,928,178.018		864,726.603		570,992.984

Shareholders of Virtus Sector Trend Fund voted to approve the above proposal. Shareholders of Virtus Real Estate Securities Fund did not approve the above proposal.

32

RESULTS OF SHAREHOLDER MEETING (Continued)

VIRTUS OPPORTUNITIES TRUST

JULY 18, 2016 (Unaudited)

Proposal 7.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Multi-Sector Short Term Bond Fund		238,431,276.605		411,212,271.419		20,011,935.573
Virtus Real Estate Securities Fund		9,635,396.247		5,113,977.185		614,521.174
Virtus Sector Trend Fund		9,706,807.226		5,648,494.88		1,396,703.437

Shareholders of the Funds listed above did not approve the above proposal.

33

FUND MANAGEMENT TABLES (UNAUDITED)

Information pertaining to the Trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the Trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for Trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).

34

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Independent Trustees (Continued)

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

Interested Trustee

The individual listed below is an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, as amended, and the rules and regulations thereunder.

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

35

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Officers of the Trust Who Are Not Trustees

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.

36

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Officers of the Trust Who Are Not Trustees (Continued)

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

37

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301-9668

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Nancy J. Engberg, Vice President and Chief Compliance Officer

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl Street

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services	1-800-243-1574
Adviser Consulting Group	1-800-243-4361
Website	Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

For more information about

Virtus Mutual Funds, please call

your financial representative, or

contact us at 1-800-243-1574

or Virtus.com

8009 11-16

P.O. Box 9874

Providence, RI 02940-8074

ANNUAL REPORT

Virtus Foreign Opportunities Fund

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Virtus Foreign Opportunities Fund

(“Foreign Opportunities Fund”)

Message to Shareholders	1
Disclosure of Fund Expenses	2
Key Investment Terms	4
Fund Summary	6
Schedule of Investments	10
Statement of Assets and Liabilities	12
Statement of Operations	13
Statements of Changes in Net Assets	14
Financial Highlights	16
Notes to Financial Statements	20
Report of Independent Registered Public Accounting Firm	30
Tax Information Notice	31
Results of Shareholder Meeting	32
Fund Management Tables	34

PROXY VOTING PROCEDURES AND VOTING RECORD (FORM N-PX)

The subadviser votes proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees of the Trust (“Trustees,” or the “Board”). You may obtain a description of these procedures, along with information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

FORM N-Q INFORMATION

The Trust files a complete schedule of portfolio holdings for the Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Virtus Foreign Opportunities Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To My Fellow Shareholders of Virtus Mutual Funds:

	I am pleased to present this annual report that reviews the performance of your fund for the 12 months ended September 30, 2016. During the first half of the fiscal year, global equity markets were challenged by falling oil prices, China’s slowdown, and concerns over the Federal Reserve’s (“the Fed”) first rate hike in nine years, which occurred in December 2015. Equities plummeted in early 2016, but stabilizing oil prices and the Fed’s softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By
the end of September, U.S. equity markets had recovered much of their losses, and the 12-month period was positive for many asset classes. For the 12 months ended September 30, 2016, U.S. small-cap stocks kept pace with U.S. large-cap stocks, as measured by the 15.47% and 15.43% returns of the Russell 2000® Index and S&P 500® Index, respectively. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.78%, while the MSCI EAFE® Index (net) returned 6.52%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.06% one year earlier. For the 12 months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.19%, while non-investment grade bonds rose 12.73%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success.
Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016 Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1

VIRTUS FOREIGN OPPORTUNITIES FUND

DISCLOSURE OF FUND EXPENSES (Unaudited)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Virtus Foreign Opportunities Fund (the “Fund”) you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class C shares; and (2) ongoing costs, including investment advisory fees, distribution and service fees, and other expenses. Class I shares and Class R6 shares are sold without a sales charge and do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

2

VIRTUS FOREIGN OPPORTUNITIES FUND

DISCLOSURE OF FUND EXPENSES (Unaudited) (Continued)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Actual
Class A	$	1,000.00	$	1,037.70		1.46	%	$	7.44
Class C		1,000.00		1,034.00		2.21			11.24
Class I		1,000.00		1,039.20		1.21			6.17
Class R6		1,000.00		1,039.80		1.11			5.66
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.70		1.46			7.36
Class C		1,000.00		1,013.95		2.21			11.13
Class I		1,000.00		1,018.95		1.21			6.11
Class R6		1,000.00		1,019.45		1.11			5.60

* Expenses are equal to the Fund’s annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses were included, the expenses would have been higher.

You can find more information about the Fund’s expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus.

3

VIRTUS FOREIGN OPPORTUNITIES FUND

KEY INVESTMENT TERMS

SEPTEMBER 30, 2016 (Unaudited)

American Depositary Receipt (ADR)

Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment grade fixed rate bond market. The index is calculated on a total return basis. The index is unmanaged its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

European Central Bank (“ECB”)

The European Central Bank (ECB) is responsible for conducting monetary policy for the eurozone. The ECB was established as the core of the Eurosystem and the European System of Central Banks (ESCB). The ESCB comprises the ECB and the national central banks (NCBs) of all 17 European Union Member States whether they have adopted the Euro or not.

Federal Reserve (the “Fed”)

The Central Bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

MSCI EAFE^® Index (net)

A free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Real Estate Investment Trust (REIT)

A publicly traded company that owns, develops, and operates income producing real estate such as apartments, office buildings, hotels, shopping centers, and other commercial properties.

4

VIRTUS FOREIGN OPPORTUNITIES FUND

KEY INVESTMENT TERMS (Continued)

SEPTEMBER 30, 2016 (Unaudited)

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

5

VIRTUS FOREIGN OPPORTUNITIES FUND   Fund Summary Portfolio Manager Commentary by Vontobel Asset Management, Inc. Ticker Symbols: Class A: JVIAX Class C: JVICX Class R6: VFOPX Class I: JVXIX

¢ The Fund is diversified and has an investment objective of long-term capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 9.77%, Class C shares returned 8.94%, Class I shares returned 10.05%, and Class R6 shares returned 10.16%. For the fiscal year, the MSCI EAFE^® Index (net), which serves as the Fund’s the broad-based and style-specific index appropriate for comparison, returned 6.52%.

All performance figures assume reinvestment of distribution and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown.

How did the market perform during the Fund’s fiscal year?

The performance of the MSCI EAFE^® Index was positive in the first quarter of the Fund’s fiscal year, negative in the second and third quarters, and positive in the fourth quarter.

Global equity markets were generally positive throughout the fiscal year, with emerging markets outperforming their developed market counterparts. After posting slightly positive results in the fourth quarter of 2015, emerging market equities rebounded early in 2016, driven by stronger commodity prices, a sharp rise in many emerging market currencies, and lower expectations for U.S. interest rate increases. The rally reversed in May as investors digested waning commodities prices and the prospect of a U.S. rate hike. Emerging markets rebounded again over the summer as lower-than-expected interest rates in the United States continued to support demand for higher-yielding assets in the emerging world. Improved capital flows helped some emerging market currencies recover lost ground relative to the U.S. dollar, and stabilizing commodity prices helped a number of markets.

In the fourth quarter of 2015, the European Central Bank (“ECB”) announced stimulus and cut its deposit rate by 0.10% to -0.3%, which was on the lower end of expectations and disappointed markets. In the first quarter of 2016, the ECB announced a stimulus package that lowered its main policy rates and expanded its asset purchase program. While the package exceeded investors’ expectations, ECB President Mario Draghi hinted that future hikes were unlikely to be forthcoming, which drove European stocks down. Economic data signaled that the eurozone economy continued to grow, albeit slowly. In the second quarter of 2016, European equity markets gained momentum with a weaker euro, encouraging macroeconomic data, and hopes for a new debt deal with Greece. On June 23, the U.K.’s unexpected vote to exit the European Union (“Brexit”) shocked financial markets, prompting increased volatility with a sell-off in global risk assets, rallies in safe-haven assets, and a sharp decline in the British pound against its major trading currencies. However, most global equity market indices recovered some of their losses in the few trading days after the Brexit decision. In the third quarter of 2016, European markets were bolstered by a rapid recovery from the Brexit sell-off and a generally optimistic earnings reporting season for the second quarter of 2016.

What factors affected the Fund’s performance during its fiscal year?

The following discussion highlights the specific stocks that provided the largest contributions to the Fund’s performance and those that were the largest detractors. As bottom-up stock pickers, we hope that investors find this useful and gain a greater understanding of how we invest their capital.

Stocks that Helped Absolute Performance

¢ Philip Morris International (“PMI”) (U.S.) – Investors were drawn to the company which

For information regarding the indexes and certain investment terms, see Key Investment Terms starting on page 4.

6

VIRTUS FOREIGN OPPORTUNITIES FUND (Continued)

continued to perform well. PMI produces and sells cigarettes under brands such as Marlboro and L&M. In our opinion as of the end of the Fund’s fiscal year, the company continues to have strong pricing power, leading brands, consistent constant currency earnings growth, opportunities for cost savings, and a large dividend. The company also has been investing behind next generation products such as its heat-not-burn device, iQos.

¢ British American Tobacco (“BAT”) (U.K.) – With its stability and consistency of earnings, BAT was also a top contributor to Fund performance. While based in the U.K., its earnings typically come from outside the U.K. Currency, after years of being a headwind, turned into a tailwind due to favorable currency translation as BAT reports its earnings in British pounds. The company also reported solid numbers for the first quarter of 2016, again, highlighting its strong business model even in volatile markets. BAT is one of the world’s largest tobacco companies, with market leadership in more than 50 of the 180 markets in which it operates. Nearly 60% of the company’s revenue and over 70% of volumes have been generated from emerging markets. It has great global brands including Dunhill, Kent, Lucky Strike, Pall Mall, and Rothmans. As of the end of the Fund’s fiscal year, we believe the company should be able to deliver consistent high single-digit earnings growth in constant currencies as it has strong pricing power, and opportunities to increase margins through cost saving measures, while paying a very hefty dividend.

Stocks that Hurt Absolute Performance

¢ Persimmon (U.K.) – Even though Persimmon was a bottom performer for the year, as of the end of the Fund’s fiscal year we continue to like the company and believe it’s a strong business in a fundamentally strong industry in the U.K. However, due to the uncertainty around the effects of Brexit, concerns around continued volume growth, and pricing of new

home sales in the U.K., it is difficult to analyze the company in the near and medium term. As a result, we sold the stock.

¢ Lloyds Banking Group (U.K.) – Following the Brexit referendum, Lloyds’ stock sold off in the last few days of June, as the resulting uncertainty raised the chances that the U.K. will slide into a recession. As of the end of the Fund’s fiscal year we continue to like Lloyds’ competitive position in the concentrated U.K. banking market. As the largest U.K. retail bank, Lloyds enjoys substantial economies of scale, with operations comprised of simple retail and commercial businesses. However, the macroeconomic environment will be challenging, as both consumer and business confidence will suffer from the uncertainty surrounding the U.K.’s relationship with the European Union.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

Past performance is not indicative of future results. Any performance results portrayed reflect the reinvestment of dividends and other earnings. Any companies described in this commentary may or may not currently represent a position in the subadviser’s client portfolios. Also, any sector and industry weights described in the commentary may or may not have changed since the writing of this commentary. The information and methodology described in this commentary should not be construed as a recommendation to purchase or sell securities.

Any projections, forecasts or estimates contained in this commentary are based on a variety of estimates and assumptions. There can be no assurance that the estimates or

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

7

VIRTUS FOREIGN OPPORTUNITIES FUND (Continued)

assumptions made will prove accurate, and actual results may differ materially.

In the event a company described in this commentary is a position in the subadviser’s client portfolios, the securities identified and described do not represent all of the securities purchased, sold or recommended. The reader should not assume that an investment in any securities identified was or will be profitable or that investment recommendations or investment decisions we make in the future will be profitable.

There is no guarantee that the Fund will meet its objective.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocations
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Staples	41	%
Information Technology	15
Consumer Discretionary	13
Health Care	12
Financials	12
Industrials	6
Real Estate	1
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

8

VIRTUS FOREIGN OPPORTUNITIES FUND (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 Year			5 Years			10 Years			Since Inception			Inception Date
Class A Shares at NAV2		9.77	%		8.41	%		3.90	%		—			—
Class A Shares at POP3,4		3.46			7.14			3.29			—			—
Class C Shares at NAV2 and with CDSC4		8.94			7.61			3.12			—			—
Class I Shares at NAV2		10.05			8.69			4.18			—			—
Class R6 Shares at NAV2		10.16			—			—			3.10	%		11/14/14
MSCI EAFE® Index (net)*		6.52			7.39			1.82			-0.46	5		—
S&P 500® Index*		15.43			16.37			7.24			5.56	5		—

Fund Expense Ratios⁶: A Shares: 1.41%; C Shares: 2.16%; I Shares: 1.16%; R6 Shares: 1.05%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (contingent deferred sales charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchases in which a finder’s fee was paid and all Class C shares are 1% within the first year and 0% thereafter.

⁵  The since inception index returns are from the inception date of Class R6 shares.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios.

* The MSCI EAFE^® Index (net) is an appropriate Broad Based Index.

* The Fund is no longer using the S&P 500^® Index.

Growth of $10,000 for periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class C and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

9

VIRTUS FOREIGN OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—98.9%
Consumer Discretionary—12.7%
Alimentation Couche –Tard, Inc. Class B (Canada)		672,132	$	32,573
Domino’s Pizza Group plc (United Kingdom)		4,179,840		20,235
Hermes International SA (France)		36,011		14,654
Naspers Ltd. Class N (South Africa)		210,717		36,473
Paddy Power Betfair plc (Ireland)		180,949		20,469
Priceline Group, Inc. (The) (United States)(2)		20,737		30,514
Shimano, Inc. (Japan)		95,100		14,125
Sodexo SA (France)		127,605		15,195
				184,238
Consumer Staples—40.1%
Anheuser-Busch InBev N.V. (Belgium)		220,839		28,926
British American Tobacco plc (United Kingdom)		1,323,671		84,582
Chocoladefabrike Lindt & Spruengli AG (Switzerland)		4,214		24,356
Diageo plc (United Kingdom)		861,544		24,684
Imperial Brands plc (United Kingdom)		675,643		34,797
ITC Ltd. (India)		3,810,702		13,829
Japan Tobacco, Inc. (Japan)		623,200		25,511
L’Oreal SA (France)		118,238		22,328
Nestle S.A. Registered Shares (Switzerland)		736,180		58,008
Philip Morris International, Inc. (United States)		800,299		77,805
Reckitt Benckiser Group plc (United Kingdom)		722,969		68,078
SABMiller plc (United Kingdom)		569,994		33,209

	SHARES		VALUE
Consumer Staples (continued)
Unicharm Corp. (Japan)		1,000,300	$	25,955
Unilever N.V. CVA (Netherlands)		1,253,502		57,839
				579,907
Financials—11.9%
Daito Trust Construction Co., Ltd. (Japan)		155,300		24,839
Housing Development Finance Corp. (India)		2,451,483		51,420
Housing Development Finance Corp. Bank Ltd. (India)		3,898,167		74,646
Lloyds Banking Group plc (United Kingdom)		10,249,583		7,247
UBS Group AG (Switzerland)		1,009,625		13,749
				171,901
Health Care—12.1%
Coloplast A/S Class B (Denmark)		202,293		15,688
CSL Ltd. (Australia)		297,073		24,429
Essilor International SA (France)		166,076		21,417
Grifols SA (Spain)		1,083,112		23,337
Novo Nordisk A/S Class B (Denmark)		607,718		25,252
Ramsay Health Care Ltd. (Australia)		260,603		15,857
Roche Holding AG (Switzerland)		195,978		48,616
				174,596
Industrials—5.6%
Aena SA (Spain)(3)		160,990		23,746
Bureau Veritas SA (France)		1,005,114		21,560
Canadian National Railway Co. (Canada)		304,915		19,932
DCC plc (Ireland)		175,535		15,983
				81,221

See Notes to Financial Statements

10

VIRTUS FOREIGN OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Information Technology—15.1%
Accenture plc Class A (United States)		245,756	$	30,024
Alibaba Group Holding Ltd. Sponsored ADR (China)(2)		288,850		30,557
Alphabet, Inc. Class C (United States)(2)		59,285		46,082
MasterCard, Inc. Class A (United States)		364,728		37,118
SAP SE (Germany)		497,224		45,199
Tencent Holdings Ltd. (Cayman Islands)		1,066,618		29,654
				218,634
Real Estate—1.4%
Link REIT (The) (Hong Kong)		2,656,907		19,613
TOTAL COMMON STOCKS (Identified Cost $969,686)				1,430,110
TOTAL LONG TERM INVESTMENTS—98.9%
(Identified Cost $969,686)				1,430,110
TOTAL INVESTMENTS—98.9% (Identified Cost $969,686)			1,430,110(1)
Other assets and liabilities, net—1.1%				15,176
NET ASSETS—100.0%			$	1,445,286

Abbreviations:

ADR American Depositary Receipt

REIT Real Estate Investment Trust

FOOTNOTE LEGEND:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 9 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $23,746 or 1.6% of net assets

Country Weightings (Unaudited)†
United Kingdom	19	%
United States	15
Switzerland	10
India	10
France	7
Japan	6
Netherlands	4
Other	29
Total	100	%

† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	1,430,110	$	1,110,231	$	319,879
Total Investments	$	1,430,110	$	1,110,231	$	319,879

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held as of September 30, 2016.

For information regarding the abbreviations, See Key Investment Terms starting on page 4

See Notes to Financial Statements

11

VIRTUS FOREIGN OPPORTUNITIES FUND

STATEMENT OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

Assets
Investment in securities at value(1)	$	1,430,110
Cash		9,810
Receivables
Investment securities sold		21,831
Fund shares sold		5,154
Dividends and interest receivable		1,854
Tax reclaims		4,401
Prepaid expenses		62
Prepaid trustee retainer		30
Other assets		19
Total assets		1,473,271
Liabilities
Payables
Fund shares repurchased		2,474
Investment securities purchased		23,646
Investment advisory fees		1,012
Distribution and service fees		170
Administration fees		145
Transfer agent fees and expenses		408
Trustees’ fees and expenses		14
Professional fees		35
Trustee deferred compensation plan		19
Other accrued expenses		62
Total liabilities		27,985
Net Assets	$	1,445,286
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	1,169,308
Accumulated undistributed net investment income (loss)		7,909
Accumulated undistributed net realized gain (loss)		(192,189	)
Net unrealized appreciation (depreciation) on investments		460,258
Net Assets	$	1,445,286
Class A
Net asset value (net assets/shares outstanding) per share	$	29.62
Maximum offering price per share NAV/(1–5.75%)	$	31.43
Shares of beneficial interest outstanding, $0.001 par value, unlimited authorization		12,414,610
Net Assets	$	367,684
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	29.23
Shares of beneficial interest outstanding, $0.001 par value, unlimited authorization		3,837,182
Net Assets	$	112,180
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	29.63
Shares of beneficial interest outstanding, $0.001 par value, unlimited authorization		32,357,750
Net Assets	$	958,835
Class R6
Net asset value (net assets/shares outstanding) and offering price per share	$	29.63
Shares of beneficial interest outstanding, no par value, unlimited authorization		222,301
Net Assets	$	6,587
(1) Investment in securities at cost	$	969,686

See Notes to Financial Statements

12

VIRTUS FOREIGN OPPORTUNITIES FUND

STATEMENT OF OPERATIONS

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

Investment Income
Dividends	$	36,469
Interest		—	(1)
Security lending, net of fees		35
Foreign taxes withheld		(1,996	)
Total investment income		34,508
Expenses
Investment advisory fees		13,969
Service fees, Class A		1,000
Distribution and service fees, Class C		1,195
Administration fees		2,068
Transfer agent fees and expenses		2,529
Registration fees		135
Printing fees and expenses		391
Custodian fees		149
Professional fees		106
Trustees’ fees and expenses		163
Miscellaneous expenses		140
Total expenses		21,845
Earnings credit from custodian		(74	)
Low balance account fees		(3	)
Net expenses		21,768
Net investment income (loss)		12,740
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		54,341
Net realized gain (loss) on foreign currency transactions		770
Net change in unrealized appreciation (depreciation) on investments		91,254
Net change in unrealized appreciation (depreciation) on foreign currency translation		(27	)
Net gain (loss) on investments		146,338
Net increase (decrease) in net assets resulting from operations	$	159,078

⁽¹⁾  Amount is less than $500.

See Notes to Financial Statements

13

VIRTUS FOREIGN OPPORTUNITIES FUND

STATEMENTS OF CHANGES IN NET ASSETS

($ Reported in thousands)

	Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	12,740		$	19,610
Net realized gain (loss)		55,111			(54,757	)
Net change in unrealized appreciation (depreciation)		91,227			(7,892	)
Increase (decrease) in net assets resulting from operations		159,078			(43,039	)
From Distributions to Shareholders
Net investment income, Class A		(3,571	)		(4,099	)
Net investment income, Class C		(544	)		(244	)
Net investment income, Class I		(13,003	)		(14,754	)
Net investment income, Class R6		(68	)		(22	)
Decrease in net assets from distributions to shareholders		(17,186	)		(19,119	)
From Share Transactions
Sale of shares
Class A (2,270 and 3,683 shares, respectively)		64,565			104,669
Class C (463 and 981 shares, respectively)		12,947			27,884
Class I (12,573 and 13,604 shares, respectively)		353,363			387,428
Class R6 (134 and 170 shares, respectively)		3,639			4,966
Reinvestment of distributions
Class A (117 and 133 shares, respectively)		3,301			3,774
Class C (17 and 8 shares, respectively)		484			211
Class I (432 and 488 shares, respectively)		12,258			13,901
Class R6 (2 and 1 shares, respectively)		68			22
Shares repurchased
Class A (4,907 and 5,843 shares, respectively)		(139,993	)		(164,218	)
Class C (1,006 and 855 shares, respectively)		(28,344	)		(24,083	)
Class I (25,875 and 13,756 shares, respectively)		(736,620	)		(390,723	)
Class R6 (79 and 6 shares, respectively)		(2,122	)		(165	)
Increase (decrease) in net assets from share transactions		(456,454	)		(36,334	)
Net increase (decrease) in net assets		(314,562	)		(98,492	)
Net Assets
Beginning of period		1,759,848			1,858,340
End of period	$	1,445,286		$	1,759,848
Accumulated undistributed net investment income (loss) at end of period	$	7,909		$	11,585

See Notes to Financial Statements

14

THIS PAGE INTENTIONALLY BLANK.

VIRTUS FOREIGN OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS

SELECTED DATA FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period
Class A
10/1/15 to 9/30/16		$	27.21		0.19			2.47			2.66			(0.25	)		(0.25	)		2.41			$	29.62
10/1/14 to 9/30/15			28.12		0.25			(0.92	)		(0.67	)		(0.24	)		(0.24	)		(0.91	)			27.21
10/1/13 to 9/30/14			27.01		0.24			1.03			1.27			(0.16	)		(0.16	)		1.11				28.12
10/1/12 to 9/30/13			25.42		0.23			1.63			1.86			(0.27	)		(0.27	)		1.59				27.01
10/1/11 to 9/30/12			20.83		0.27			4.73			5.00			(0.41	)		(0.41	)		4.59				25.42
Class C
10/1/15 to 9/30/16		$	26.95		(0.02	)		2.42			2.40			(0.12	)		(0.12	)		2.28			$	29.23
10/1/14 to 9/30/15			27.88		0.04			(0.91	)		(0.87	)		(0.06	)		(0.06	)		(0.93	)			26.95
10/1/13 to 9/30/14			26.82		0.04			1.02			1.06			—			—			1.06				27.88
10/1/12 to 9/30/13			25.27		0.03			1.62			1.65			(0.10	)		(0.10	)		1.55				26.82
10/1/11 to 9/30/12			20.57		0.10			4.70			4.80			(0.10	)		(0.10	)		4.70				25.27

See Notes to Financial Statements

16

VIRTUS FOREIGN OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED DATA FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Total Return(1)			Net Assets, End of Period (000’s)			Ratio of Expenses to Average Net Assets(3)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
	9.77	%		$	367,684		1.45	%(8)(9)		0.68	%		25	%
	(2.41	)			406,429		1.41			0.89			32
	4.72				477,036		1.43			0.85			31
	7.37				676,149		1.46			0.85			29
	24.34				398,166		1.45			1.16			47
	8.94	%		$	112,180		2.20	%(8)(9)		(0.06	)%		25	%
	(3.13	)			117,568		2.17			0.15			32
	3.95				117,906		2.18			0.15			31
	6.56				101,655		2.21			0.10			29
	23.43				54,634		2.20			0.42			47

See Notes to Financial Statements

17

VIRTUS FOREIGN OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED DATA FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period
Class I
10/1/15 to 9/30/16		$	27.23		0.26		2.46			2.72			(0.32	)		(0.32	)		2.40			$	29.63
10/1/14 to 9/30/15			28.14		0.32		(0.91	)		(0.59	)		(0.32	)		(0.32	)		(0.91	)			27.23
10/1/13 to 9/30/14			27.03		0.32		1.02			1.34			(0.23	)		(0.23	)		1.11				28.14
10/1/12 to 9/30/13			25.43		0.28		1.66			1.94			(0.34	)		(0.34	)		1.60				27.03
10/1/11 to 9/30/12			20.89		0.34		4.72			5.06			(0.52	)		(0.52	)		4.54				25.43
Class R6
10/1/15 to 9/30/16		$	27.24		0.33		2.42			2.75			(0.36	)		(0.36	)		2.39			$	29.63
11/14/14(4) to 9/30/15			28.66		0.36		(1.45	)		(1.09	)		(0.33	)		(0.33	)		(1.42	)			27.24

See Notes to Financial Statements

18

VIRTUS FOREIGN OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED DATA FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Total Return(1)			Net Assets, End of Period (000’s)			Ratio of Expenses to Average Net Assets(3)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
	10.05	%		$	958,835		1.20	%(5)(8)		0.90	%		25	%
	(2.16	)			1,231,349		1.17			1.14			32
	4.97				1,263,398		1.18			1.13			31
	7.66				1,048,274		1.21			1.04			29
	24.64				672,948		1.20			1.46			47
	10.16	%		$	6,587		1.10	%(5)(8)		1.14	%		25	%
	(3.84	)(7)			4,502		1.07	(6)		1.44	(6)		32

Footnote Legend

⁽¹⁾ Sales charges, where applicable, are not reflected in the total return calculation.

⁽²⁾ Computed using average shares outstanding.

⁽³⁾ The Fund may invest in other funds, and the annualized expense ratios do not reflect fees and expenses associated with the underlying funds.

⁽⁴⁾  Inception date of class.

⁽⁵⁾  Earnings credits from custodian were not material, as reflected in the Statement of Operations, and had no impact on the financial highlights.

⁽⁶⁾  Annualized.

⁽⁷⁾  Not annualized.

⁽⁸⁾  Ratio includes extraordinary proxy expenses.

See Notes to Financial Statements

19

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company.

As of the date of this report, 31 funds of the Trust are offered for sale, of which the Foreign Opportunities Fund (the “Fund”) is reported in this annual report. The Fund’s investment objective is outlined in the Fund Summary Page. There is no guarantee the Fund will achieve its objective.

The Fund offers Class A shares, Class C shares, Class I shares and Class R6 shares.

Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 1% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which the CDSC applies for the Fund is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class C shares are generally sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class I shares are sold without a front-end sales charge or CDSC.

Class R6 shares are only available to participants in employer-sponsored retirement plans, such as 401(k) plans, profit sharing plans, defined benefit plans and other employer directed plans. Class R6 shares do not carry sales commissions or pay Rule 12b-1 fees. No compensation, administrative payments, sub-transfer agency payments or service payments are paid to brokers or other entities from fund assets or the Distributor’s or an affiliate’s resources on sales of or investments in Class R6 Shares.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the Fund. These fees are reflected as “Low Balance Account Fees” in the Fund’s Statement of Operations for the period, as applicable.

Each class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each class bears different distribution and/or service fees under a Board-approved Rule 12b-1 and/or shareholder service plan (“12b-1 plan”) and has exclusive voting rights with respect to such plans. Class I shares and Class R6 shares are not subject to a 12b-1 plan. Income and other expenses as well as realized and unrealized gains and losses of the Fund are borne pro rata by the holders of each class of shares.

Note 2. Significant Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and those differences could be significant.

20

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

A. Security Valuation

Security valuation procedures for the Fund, which include nightly price variance, as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board”, or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Fund’s policy is to recognize transfers at the end of the reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

A description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time) that may impact the value of securities traded in these non-U.S. markets. In such cases the Fund fair values non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, exchange-traded funds (“ETFs”), and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

21

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value the Fund’s net assets by each major security type is disclosed at the end of the Schedule of Investments for the Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from the sale of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method.

C. Income Taxes

The Fund is treated as a separate taxable entity. It is the intention of the Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

The Fund may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

D. Distributions to Shareholders

Distributions are recorded by the Fund on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by the Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

22

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

In addition to the net operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the Fund’s pro rata expenses of any underlying mutual funds in which the Fund invests.

F. Foreign Currency Translation

Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Fund does not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

G. Securities Lending

($ reported in thousands)

The Fund may loan securities to qualified brokers through an agreement with Brown Brothers Harriman (“BBH”), as a third party lending agent. Under the terms of the agreement, when doing so the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government or its agencies. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the broker are recorded as income by the Fund net of fees and rebates charged by BBH for its services as securities lending agent and in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the declining value of the collateral.

At September 30, 2016, the Fund had no securities on loan.

I. Earnings Credit and Interest

Through arrangements with the Fund’s custodian, the Fund either receives an earnings credit or interest on agreed upon target un-invested cash balances to reduce the Fund’s custody expenses. The credits are reflected as “Earnings credit from Custodian” and the interest is reflected under “Interest income” in the Fund’s Statement of Operations for the period, as applicable.

Note 3. Investment Advisory Fees and Related Party Transactions

($ reported in thousands except as noted)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect, wholly owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Fund’s investment program and general operations of the Fund, including oversight of the Fund’s subadviser.

23

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

As compensation for its services to the Fund, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of the Fund:

First $2 Billion	$2+ Billion – $4 Billion	$4+ Billion
0.85%	0.80%	0.75%

B. Subadviser

Vontobel Asset Management, Inc. (the “Subadviser”) is the Subadviser to the Fund. The subadviser manages the investments of the Fund for which the subadviser is paid a fee by the Adviser.

C. Distributor

VP Distributors, LLC (“VP Distributors”), an indirect wholly owned subsidiary of Virtus, serves as the distributor of the Fund’s shares. VP Distributors has advised the Fund that for the fiscal year (the “period”) ended September 30, 2016, it retained net commissions of $16 for Class A shares and deferred sales charges of $3 for Class A shares and $7 for Class C shares.

In addition, the Fund pays VP Distributors distribution and/or service fees under a 12b-1 plan, as a percentage of the average daily net assets of each respective class at the annual rates as follows: Class A shares 0.25% and Class C shares 1.00%. Class R6 shares and Class I shares are not subject to a 12b-1 plan.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

D. Administrator and Transfer Agent

Virtus Fund Services, LLC, an indirect wholly owned subsidiary of Virtus, serves as the administrator and transfer agent to the Fund.

For the period ended September 30, 2016, the Fund incurred administration fees totaling $1,607 which are included in the Statement of Operations.

For the period ended September 30, 2016, the Fund incurred transfer agent fees totaling $2,421 which are included in the Statement of Operations. A portion of these fees was paid to outside entities that also provide services to the Trust.

E. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates, and the retirement plans of Virtus and its affiliates, held shares of the Fund which may be redeemed at any time that aggregated the following:

	Shares		Aggregate Net Asset Value
Class R6 shares		3,575		106

24

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

F. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 4. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities (excluding U.S. Government and agency securities, and short-term securities) during the period ended September 30, 2016, were as follows:

Purchases		Sales
$	395,574	$	875,287

There were no purchases or sales of long-term U.S. Government and agency securities for the Fund during the period ended September 30, 2016.

Note 5. Borrowings

($ reported in thousands)

On June 29, 2016, the Fund and other affiliated funds renewed a $50,000 secured line of credit. The Credit Agreement (the “Agreement”) with a commercial bank (the “Bank”) that allows the Fund to borrow cash from the Bank to manage large unexpected redemptions and trade fails, up to a limit of one-third of the Fund’s total net assets in accordance with the Agreement. The agreement has a term of 364 days and is renewable by the Fund with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Fund and other affiliated funds are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

The Fund had no outstanding borrowings at any time during the period ended September 30, 2016.

Note 6. 10% Shareholders

As of September 30, 2016, the Fund had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of the Fund as detailed below:

% of Shares Outstanding			Number of Accounts
	33	%		2*

* The shareholders are not affiliated with Virtus.

25

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 7. Credit Risk and Asset Concentrations

In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund’s ability to repatriate such amounts.

The Fund may invest a high percentage of its assets in specific sectors of the market in the pursuit of its investment objective. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors.

At September 30, 2016, the Fund held securities issued by various companies in specific sectors detailed below:

Sector		Percentage of Total Investments
	Consumer Staples		41	%

Note 8. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Each Trustee has also entered into an indemnification agreement with the Trust. In addition, in the normal course of business, the Fund enters into contracts that provide a variety of indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund and that have not occurred. However, the Fund has not had prior claims or losses pursuant to these arrangements and expects the risk of loss to be remote.

Note 9. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows:

Federal Tax Cost	Unrealized Appreciation	Unrealized (Depreciation)	Net Unrealized Appreciation (Depreciation)
$977,333	$465,469	$(12,692)	$452,777

The Fund has capital loss carryovers available to offset future realized capital gains, through the indicated expiration dates shown below:

2018		Total
Short-Term	Long-Term	Short-Term	Long-Term
175,299	—	175,299	—

The Fund may not realize the benefit of these losses to the extent the Fund does not realize gains on investments prior to the expiration of the capital loss carryovers.

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for tax years beginning after December 22, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

26

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

For the period ended September 30, 2016, the Fund utilized losses of $18,882 deferred in prior years against current year capital gains.

Capital losses realized after October 31 and certain late year losses may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal year ended September 30, 2016 the Fund deferred and recognized qualified late-year losses as follows:

Late Year Ordinary Losses Deferred	Late Year Ordinary Losses Recognized	Capital Loss Deferred	Capital Loss Recognized
$—	$—	$9,243	$45,251

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) (which is disclosed above) consist of the following:

Undistributed Ordinary Income	Undistributed Long-term Capital Gains
$7,908	$—

The tax character of dividends and distributions paid during the years ended September 30, 2016 and 2015 was as follows:

	Year Ended
	2016		2015
Ordinary Income	$	17,186	$	19,119
Total	$	17,186	$	19,119

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

Note 10. Reclassifications of Capital Accounts

($ reported in thousands)

For financial reporting purposes, book basis capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Permanent reclassifications can arise from differing treatment of certain income and gain transactions, nondeductible current year net operating losses, expiring capital loss carryovers and investments in passive foreign investment companies. The reclassifications have no impact on the net assets or net asset value of the Fund. As of September 30, 2016, the Fund recorded reclassifications to increase (decrease) the accounts as listed below:

Capital Paid in on Shares of Beneficial Interest	Undistributed Net Investment Income (Loss)	Accumulated Net Realized Gain (Loss)
$—(1)	$770	$(770)

⁽¹⁾  Amount less than $500.

27

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 11. Regulatory Matters and Litigation

From time to time, the Trust, the Adviser and/or Subadviser and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part and denying in part the defendants’ motions to

28

VIRTUS FOREIGN OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

Note 12. Subsequent Events

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that there are no subsequent events requiring recognition or disclosure in the financial statements.

29

Report of Independent Registered Public

Accounting Firm

To the Board of Trustees of

Virtus Opportunities Trust and Shareholders of

Virtus Foreign Opportunities Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Virtus Foreign Opportunities Fund (one of the funds constituting Virtus Opportunities Trust, hereafter referred to as the “Fund”) at September 30, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

30

VIRTUS FOREIGN OPPORTUNITIES FUND

TAX INFORMATION NOTICE

SEPTEMBER 30, 2016 (Unaudited)

For the fiscal year ended September 30, 2016, the Fund makes the following disclosures for federal income tax purposes. Below is listed the percentage, or the maximum amount allowable, of its ordinary income dividends (“QDI”) to qualify for the lower tax rates applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Fund which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The actual percentage of QDI and DRD for the calendar year will be designated in year-end tax statements. The Fund designates the amounts below as long-term capital gains dividends (“LTCG”) taxable at a 20% rate, or lower depending on the shareholder’s income ($ reported in thousands). LTCG amounts, if subsequently different, will be designated in the next annual report.

QDI	DRD	LTCG
100%	26%	$—

For the fiscal year ended September 30, 2016, the Fund recognized $32,638 ($ reported in thousands), of foreign source income on which the Fund paid foreign taxes of $1,996 ($ reported in thousands). This information is being furnished to you pursuant to notice requirements of Section 853(a) and 855(d) of the Internal Revenue Code, as amended, and the Treasury Regulations thereunder.

31

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

At a special meeting of shareholders of all series of Virtus Equity Trust, Virtus Insight Trust and Virtus Opportunities Trust, held on May 19, 2016, shareholders of Virtus Opportunities Trust (the “Trust”) voted on the following proposals:

Proposal 1.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To elect six Trustees to serve on the Board of Trustees until the next meeting of shareholders at which Trustees are elected.
George R. Aylward		1,145,056,198.477		24,756,597.221		0
Thomas J. Brown		1,144,160,222.050		25,652,573.650		0
Donald C. Burke		1,145,758,834.912		24,053,960.790		0
Roger A. Gelfenbien		1,144,297,795.833		25,514,999.865		0
John R. Mallin		1,144,938,076.292		24,874,719.410		0
Hassell H. McClellan		1,143,864,433.134		25,948,362.566		0

Shareholders of the Trust voted to approve the above proposal.

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus CA Tax Exempt Bond Fund		1,258,194.893		91,895.368		41,271.245
Virtus Emerging Markets Debt Fund		3,015,152.206		198.283		0
Virtus Emerging Markets Equity Income Fund		3,672,832.400		0		0
Virtus Emerging Markets Opportunities Fund		620,793,093.034		25,302,093.728		9,306,937.262
Virtus Emerging Markets Small-Cap Fund		494,281.793		0		0
Virtus Essential Resources Fund		504,931.913		0		0
Virtus Foreign Opportunities Fund		27,726,679.250		666,663.374		564,703.507
Virtus Greater European Opportunities Fund		818,457.900		37,502.974		15,676.215
Virtus International Small-Cap Fund		3,074,638.276		5,991.041		10,261.000
Virtus International Wealth Masters Fund		518,044.295		0		0
Virtus Low Duration Income Fund		10,449,114.393		779,684.940		311,840.943
Virtus Multi-Sector Intermediate Bond Fund		11,147,670.008		724,253.699		406,427.672
Virtus Multi-Sector Short Term Bond Fund		618,834,424.483		21,316,032.964		14,819,955.463

32

RESULTS OF SHAREHOLDER MEETING (Continued)

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

Shareholders of the Funds listed above voted to approve the above proposal.

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Foreign Opportunities Fund		27,568,524.708		741,409.046		648,118.377
Virtus Multi-Sector Short Term Bond Fund		615,281,810.614		22,749,361.497		16,939,237.795

Shareholders of the Funds listed above voted to approve the above proposal.

33

FUND MANAGEMENT TABLES (UNAUDITED)

Information pertaining to the Trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the Trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for Trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).

34

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Independent Trustees (Continued)

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

Interested Trustee

The individual listed below is an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, as amended, and the rules and regulations thereunder.

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

35

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Officers of the Trust Who Are Not Trustees

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.

36

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Officers of the Trust Who Are Not Trustees (Continued)

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

37

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301-9668

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Nancy J. Engberg, Vice President and Chief Compliance Officer

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl Street

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services	1-800-243-1574
Adviser Consulting Group	1-800-243-4361
Website	Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

For more information about

Virtus Mutual Funds, please call

your financial representative, or

contact us at 1-800-243-1574

or Virtus.com

8011 11-16

P.O. Box 9874

Providence, RI 02940-8074

ANNUAL REPORT

Virtus Alternatives Diversifier Fund*

Virtus Equity Trend Fund*

Virtus Global Equity Trend Fund*

Virtus Herzfeld Fund

Virtus Multi-Asset Trend Fund*

Virtus Sector Trend Fund*

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

* Prospectus supplements applicable to these funds appear at the back of this annual report.

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Message to Shareholders				1
Disclosure of Fund Expenses				2
Key Investment Terms				4
Fund	Fund Summary		Schedule of Investments
Virtus Alternatives Diversifier Fund (“Alternatives Diversifier Fund”)		7		25
Virtus Equity Trend Fund (“Equity Trend Fund”)		10		26
Virtus Global Equity Trend Fund (“Global Equity Trend Fund”)		13		28
Virtus Herzfeld Fund (“Herzfeld Fund”)		16		31
Virtus Multi-Asset Trend Fund (“Multi-Asset Trend Fund”)		19		32
Virtus Sector Trend Fund (“Sector Trend Fund”)		22		35
Statements of Assets and Liabilities				39
Statements of Operations				41
Statements of Changes in Net Assets				43
Financial Highlights				46
Notes to Financial Statements				50
Report of Independent Registered Public Accounting Firm				61
Tax Information Notice				62
Results of Shareholder Meetings				63
Fund Management Tables				65

Proxy Voting Procedures and Voting Record (Form N-PX)

The subadvisers vote proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees (“Trustees” or the “Board”) of the Trust. You may obtain a description of these procedures, along with information regarding how the Funds voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

Form N-Q Information

The Trust files a complete schedule of portfolio holdings for each Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Funds presented in this book unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, each Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To My Fellow Shareholders of Virtus Mutual Funds:

I am pleased to present this annual report that reviews the performance of your fund for the 12 months ended September 30, 2016. During the first half of the fiscal year, global equity markets were challenged by falling oil prices, China’s slowdown, and concerns over the Federal Reserve’s (“the Fed”) first rate hike in nine years, which occurred in December 2015. Equities plummeted in early 2016, but stabilizing oil prices and the Fed’s softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely

short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By the end of September, U.S. equity markets had recovered much of their losses, and the 12-month period was positive for many asset classes. For the 12 months ended September 30, 2016, U.S. small-cap stocks kept pace with U.S. large-cap stocks, as measured by the 15.47% and 15.43% returns of the Russell 2000® Index and S&P 500® Index, respectively. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.78%, while the MSCI EAFE® Index (net) returned 6.52%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.06% one year earlier. For the 12 months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.19%, while non-investment grade bonds rose 12.73%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success. Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016

Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1

VIRTUS OPPORTUNITIES TRUST

Disclosure of Fund Expenses (Unaudited)

For the six-month period of April 1, 2016 to September 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of a Virtus Opportunities Trust Fund (each, a “Fund”) you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class C shares; and (2) ongoing costs, including investment advisory fees, distribution and service fees, and other expenses. Class I shares and Class R6 shares are sold without sales charges and do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Alternatives Diversifier Fund
Actual
Class A	$	1,000.00	$	1,074.00		0.75	%	$	3.89
Class C		1,000.00		1,069.80		1.51			7.81
Class I		1,000.00		1,075.00		0.51			2.65
Hypothetical (5% return before expenses)
Class A		1,000.00		1,021.25		0.75			3.79
Class C		1,000.00		1,017.45		1.51			7.62
Class I		1,000.00		1,022.45		0.51			2.58
Equity Trend Fund
Actual
Class A	$	1,000.00	$	1,037.30		1.46	%	$	7.44
Class C		1,000.00		1,033.90		2.06			10.47
Class I		1,000.00		1,038.80		1.28			6.52
Class R6		1,000.00		1,039.60		1.07			5.46
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.70		1.46			7.36
Class C		1,000.00		1,014.70		2.06			10.38
Class I		1,000.00		1,018.60		1.28			6.46
Class R6		1,000.00		1,019.65		1.07			5.40
Global Equity Trend Fund
Actual
Class A	$	1,000.00	$	1,055.20		1.79	%	$	9.20
Class C		1,000.00		1,051.00		2.54			13.02
Class I		1,000.00		1,056.00		1.54			7.92
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.05		1.79			9.02
Class C		1,000.00		1,012.30		2.54			12.78
Class I		1,000.00		1,017.30		1.54			7.77
Herzfeld Fund
Actual
Class A	$	1,000.00	$	1,118.60		1.63	%	$	8.63
Class C		1,000.00		1,114.70		2.38			12.58
Class I		1,000.00		1,119.60		1.37			7.26
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.85		1.63			8.22
Class C		1,000.00		1,013.10		2.38			11.98
Class I		1,000.00		1,018.15		1.37			6.91
Multi-Asset Trend Fund
Actual
Class A	$	1,000.00	$	1,058.50		1.61	%	$	8.29
Class C		1,000.00		1,054.30		2.36			12.12
Class I		1,000.00		1,059.40		1.36			7.00
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.95		1.61			8.12
Class C		1,000.00		1,013.20		2.36			11.88
Class I		1,000.00		1,018.20		1.36			6.86

2

VIRTUS OPPORTUNITIES TRUST

Disclosure of Fund Expenses (Unaudited) (Continued)

For the six-month period of April 1, 2016 to September 30, 2016

	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Sector Trend Fund
Actual
Class A	$	1,000.00	$	1,026.40		1.04	%	$	5.27
Class C		1,000.00		1,022.20		1.79			9.05
Class I		1,000.00		1,027.30		0.79			4.00
Hypothetical (5% return before expenses)
Class A		1,000.00		1,019.80		1.04			5.25
Class C		1,000.00		1,016.05		1.79			9.02
Class I		1,000.00		1,021.05		0.79			3.99

* Expenses are equal to the relevant Fund’s annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

For Funds which may invest in other funds, the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher.

You can find more information about the Funds’ expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus.

3

KEY INVESTMENT TERMS

(Unaudited)

Alternatives Diversifier Composite Index

The Alternatives Diversifier Composite consists of Diversified Trends Index (15%)*, FTSE EPRA/NAREIT Developed Rental Index-net (20%)**, MSCI World Infrastructure Sector Capped Index (15%)*** , S&P North American Natural Resources Sector Index (10%), Deutsche Bank Liquid Commodity Index (15%), Deutsche Bank G10 Currency Harvest Index (15%)**** and Credit Suisse Leveraged Loan Index (10%). The indexes are unmanaged, their returns do not reflect any fees, expenses, or sales charges, and they are not available for direct investment. *Prior to 3/1/12 was the HFRX Equity Market Neutral Index (20%). **Prior to 6/1/15 was the UBS Global Investors (Real Estate) Index (20%). ***Prior to 9/1/08 was a mix of the MSCI USA Utilities Index (65%), MSCI World Telecom Services Index (20%) and MSCI World ex US Utilities Index (15%). ****Prior to 3/1/12 was Deutsche Bank G10 Currency Harvest Index (10%).

American Depositary Receipt (ADR)

Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or a trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment grade fixed rate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Brexit

A combination of the words “Britain” and “exit” which refers to Britain’s withdrawal form the European Union.

Chicago Board Options Exchange (CBOE) Volatility Index

The Chicago Board Options Exchange (CBOE) Volatility Index (“VIX^®”) shows the market’s expectation of 30-day volatility. It is constructed using the implied volatilities of a wide range of S&P 500^® Index options. This volatility is meant to be forward looking and is calculated from both calls and puts. The VIX^® is a widely used measure of market risk and is often referred to as the “investor fear gauge.” The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Credit Suisse Leveraged Loan Index

The Credit Suisse Leveraged Loan Index is designed to mirror the investable universe of the U.S. dollar denominated leveraged loan market, calculated on a total return basis.

Deutsche Bank G10 Currency Harvest Index

The Deutsche Bank G10 Currency Harvest Index consists of long futures contracts on the three G10 currencies associated with the highest interest rates and short futures contracts on the three G10 currencies associated with the lowest interest rates.

Deutsche Bank Liquid Commodity Index

The Deutsche Bank Liquid Commodity Index (DBLCI) tracks the performance of six commodity futures: sweet light crude oil (WTI), heating oil, aluminum, gold, wheat, and corn.

Diversified Trends Index

The Diversified Trends Index is the S&P Diversified Trends Indicator, a diversified composite of global commodity and financial futures that are highly liquid. The components are formed into sectors that are long or short the underlying futures using a rules-based methodology. The indicator measures the extent and duration of the trends of these sectors in aggregate. The index is calculated on a total return basis.

4

KEY INVESTMENT TERMS (Continued)

(Unaudited)

Dow Jones Global Moderate Portfolio Index

The Dow Jones Global Moderate Portfolio Index is a benchmark that takes 60% of the risk of the global securities market. It is a total returns index that is a time-varying weighted average of stocks, bonds, and cash. The index is the efficient allocation of stocks, bonds, and cash in a portfolio with 60% of the risk of the Dow Jones Aggressive Portfolio Index. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

European Union (“EU”)

The European Union (“EU”) is a unique economic and political union of 28 European countries. The EU was created in the aftermath of the Second World War that has become a single market for goods and services and it created the single currency the euro.

Exchange-Traded Funds (ETF)

An open-end fund that is traded on a stock exchange. Most ETFs have a portfolio of stocks or bonds that track a specific market index.

Federal Reserve (the “Fed”)

The Central Bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

FTSE EPRA/NAREIT Developed Rental Index (net)

The FTSE EPRA/NAREIT Developed Rental Index (net) is a free-float market capitalization-weighted index measuring global real estate securities, which meet minimum size, liquidity and investment focus criteria. The index is a sub-set of the FTSE EPRA/NAREIT Investment Focus Index Series, which separates the existing constituents into both Rental and Non-Rental Indices. A company is classified as Rental if the rental revenue from properties is greater than or equal to 70% of total revenue. The classification is based on revenue sources as disclosed in the latest published financial statement. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Global Industry Classification Standard (GICS)

The Global Industry Classification Standard (GICS) is a standardized classification system for equities that was developed by, and is the exclusive property and a service mark of, MSCI Inc. (MSCI) and Standard & Poor’s, a division of the McGraw-Hill Companies, Inc. (S&P). As of September 1, 2016, the GICS structure comprises 11 sectors, 24 industry groups, 68 industries, and 157 subindustries.

Herzfeld Composite Index (60% MSCI AC World Index (net)/40% Bloomberg Barclays U.S. Aggregate Bond Index)

The composite index consists of 60% MSCI AC World Index (net) and 40% Bloomberg Barclays U.S. Aggregate Bond Index. The MSCI AC World Index (net) is a free float-adjusted market capitalization-weighted index that measures equity performance of developed and emerging markets. The index is calculated on a total return basis with net dividends reinvested. The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment grade fixed rate bond market. The index is calculated on a total return basis. Each index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

HFRX Equity Market Neutral Index

The HFRX Equity Market Neutral Index is a common benchmark for long/short market neutral hedge funds, which employ sophisticated quantitative techniques of analyzing price data to ascertain information about future price movement and relationships between select securities for purchase and sale.

iShares^®

Represents shares of an open-end exchange-traded fund.

Master Limited Partnership (MLP)

A type of limited partnership that is publicly traded. The partnership must derive most of its cash flows from real estate, natural resources and commodities.

5

KEY INVESTMENT TERMS (Continued)

(Unaudited)

MSCI All-Country World ex USA Utilities Index

The MSCI All-Country World (ACWI) ex USA Utilities Index includes large and mid cap securities across 22 of 23 developed markets countries (excluding the US) and 23 emerging markets countries. All securities in the index are classified in the utilities sector as per the Global Industry Classification Standard (GICS^®).

MSCI All Country World Index (Net)

The MSCI All Country World Index (Net) is a free float-adjusted market capitalization-weighted index that measures equity performance of developed and emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

MSCI EAFE^® Index (net)

The MSCI EAFE^® (Europe, Australasia, Far East) Index (net) is a free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI USA Utilities Index

The MSCI USA Utilities Index is designed to capture the large and mid cap segments of the U.S. equity universe. All securities in the index are classified in the utilities sector as per the Global Industry Classification Standard (GICS^®).

MSCI World Infrastructure Sector Capped Index

The MSCI World Infrastructure Sector Capped Index is a market capitalization weighted index that measures performance of global infrastructure companies by capturing broad and diversified opportunities across telecommunication, utilities, energy, transportation, and social infrastructure sectors. The telecommunication, infrastructure and utilities sectors each represent one-third of the index weight, while energy, transportation and social infrastructure sectors have a combined weight of the remaining one-third of the index. The index is calculated on a total return basis with net dividends reinvested.

MSCI World Telecom Services Index

The MSCI World Telecom Services Index is designed to capture the large and midcap segments across 23 developed markets countries. All securities in the index are classified in the Telecommunication Services sector as per the Global Industry Classification Standard (GICS^®).

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

S&P North American Natural Resources Sector Index

The S&P North American Natural Resources Index provides investors with a benchmark that represents U.S. traded securities that are classified under the GICS^® energy and materials sector excluding the chemicals industry; and steel sub-industry.

UBS Global Investors (Real Estate) Index

The UBS Global Investors (Real Estate) Index measures the global investable universe of publicly traded real estate securities that derive 70% or more of total revenue from rental income.

6

Alternatives Diversifier Fund   Fund Summary Ticker Symbols: Class A: PDPAX Class C: PDPCX Class I: VADIX

Portfolio Manager Commentary by Virtus Investment Advisers

¢ The Fund is non-diversified and has an investment objective of long-term capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 9.74%, Class C shares returned 8.86%, and Class I shares returned 9.94%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the Alternatives Diversifier Composite Index, the Fund’s style-specific index appropriate for comparison, returned 8.70%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

Effective September 7, 2016, the Virtus Alternatives Diversifier Fund’s former subadviser and portfolio managers were removed from the management of the Fund. The commentary below, which discusses performance achieved largely by the former subadviser and portfolio managers, was provided by the Fund’s adviser.

How did the markets perform during the Fund’s fiscal year?

Global markets continued to experience increased volatility over the 12-month period, with correlations increasing between domestic and international equities before bottoming in February. At their lows, the S&P 500^® Index was down 12.47% and the MSCI All Country World Index (ACWI) was down 14.16%, as a result of China growth concerns, global recession, and central bank disappointments. However, the S&P 500^® Index and MSCI ACWI both staged strong recoveries, and ended the period strongly positive, up 15.43% and 11.96%, respectively. Also impacting markets was the much anticipated U.K. “Brexit” vote on June 23, which resulted in the unexpected outcome to withdraw from the European Union. Following the Brexit decision, markets grinded higher through September, as central banks remained accommodative.

Bond markets remained subdued for the period, with government yields in most developed markets

trending lower, resulting in higher bond prices. However, concerns over rising interest rates remained an overhang, with consensus anticipating a rate hike at the Fed’s end-of-year meeting.

Commodity markets were heavily under pressure during the period. West Texas Intermediate (WTI) crude oil fell to a low of $26.21 a barrel on February 11 before recovering to almost $50.00 by fiscal year-end after oversupply and inventories found better equilibrium. Generally, the slow pace of global growth, particularly in China, caused industrial metals and other natural resources to be under pressure before slowly recovering later in the period.

What factors affected the Fund’s performance during its fiscal year?

The Fund’s sector selection within commodities and slight underweight was a positive performance driver, as it was a volatile asset class, ultimately ending in slightly negative territory at the end of the period. The Fund’s exposure to global infrastructure securities was also beneficial, with the snap-back in energy-related companies, as well as strong performance from defensive sectors such as utilities, contributing strongly versus the benchmark.

Detractors from performance were primarily driven by the Fund’s underweight to real estate, both domestic and international, with both sector and security selection bringing down performance relative to the benchmark. Global currencies were also challenging to navigate; while absolute returns were positive, they slightly lagged the benchmark. The U.S. dollar hit a high point at the end of November 2015, before retreating, and by fiscal year-end, negatively impacted the portfolio.

Effective September 7, 2016, the Fund’s management changed, and the portfolio began to transition to the new management. The transition continued through the end of the period.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment

advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Derivatives: Investments in derivatives such as futures, options, forwards, and swaps may increase volatility or cause a loss greater than the principal investment.

Allocation: The fund’s exposure to different asset classes may not be optimal for market conditions at a given time. Asset allocation does not guarantee a profit or protect against a loss in declining markets.

Foreign Investing: Investing internationally involves additional risks such as currency, political, accounting, economic, and market risk.

Real Estate: The fund may be negatively affected by factors specific to the real estate market, including interest rates, leverage, property, and management.

Fund of funds: Because the fund can invest in other funds, it indirectly bears its proportionate share of the operating expenses and management fees of the underlying fund(s).

Affiliated Funds: The fund’s adviser can select affiliated and/or unaffiliated funds, which may create a conflict of interest.

Prospectus: For additional information on risks, please see the fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

7

Alternatives Diversifier Fund (Continued)

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Affiliated Equity Mutual Funds	50	%
Exchange-Traded Funds	49
Money Market Mutual Fund	1
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

8

Alternatives Diversifier Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years			Since Inception			Inception Date
Class A Shares at NAV2		9.74	%		3.65	%		1.74	%		—			—
Class A Shares at POP3,4		3.43			2.43			1.14			—			—
Class C Shares at NAV2 and with CDSC4		8.86			2.86			0.97			—			—
Class I Shares at NAV		9.94			3.90			—			4.04	%		10/1/09
S&P 500® Index		15.43			16.37			7.24			13.59	5		—
Alternatives Diversifier Composite Index		8.70			3.63			2.30			4.00	5		—

Fund Expense Ratios⁶: A Shares: 1.62%; C Shares: 2.37%; I Shares: 1.37%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the inception date of Class I.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

9

Equity Trend Fund   Fund Summary Ticker Symbols: Class A: VAPAX Class C: VAPCX Class I: VAPIX Class R6: VRPAX

Portfolio Manager Commentary by Virtus Investment Advisers

¢ The Fund is diversified and has an investment objective of long-term capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 0.74%, Class C shares returned 0.08%, Class I shares returned 0.98%, and Class R6 shares returned 1.15%. For the same period, the S&P 500^® Index, both the broad-based equity index and the style specific index, returned 15.43%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Over the past 12 months, the S&P 500^® Index climbed by over 15%. While this performance is slightly above historical averages, the encouraging headline number masks the significant turbulence that was experienced along the way.

The beginning of October 2015 marked the point of rebound from a steep, but brief, 10% market correction during August and September. The strong relief rally which persisted through October faded as year-end 2015 approached, and November and December were marked by sideways performance and increasing risk (as measured by the CBOE Volatility Index (“VIX^® Index”). Expectations of central bank rate increases, multiple tensions in the geopolitical arena, and a minor meltdown in the junk bond market all contributed to a general sense of discomfort.

This discomfort was validated in January 2016 with another steep market correction. The losses extended into February with fear evolving into outright panic. Existing concerns related to slowing growth in China were exacerbated by a steep decline in oil prices, highlighting the stagnant levels of global economic growth. By the third week of February, though, the wave of selling had passed, and the “greed” trade had taken over from the “fear” trade. A strong, extended rally was in place that would last until late spring/early

summer. At that point, the U.K.’s pending “Brexit” vote became the “fear of the moment,” taking some of the steam out of the stock market.

Global market reaction to the eventual Brexit decision in late June was puzzling. In the first two trading sessions after the vote, the U.S. equity market dropped in excess of 5%, as measured by the S&P 500^® Index. European markets fared even worse. Within a week, however, the prior market highs were regained. It appeared that the rally was back in place but, in fact, it evolved into a frustrating, sideways market throughout the rest of the summer. A brief risk flare in the middle of September – loosely linked to Federal Reserve rate hike fears – was dispatched relatively quickly and the market level at fiscal year-end was near all-time highs.

What factors affected the Fund’s performance during its fiscal year?

The Fund trailed the S&P 500^® Index by over 14% for the year. The underperformance was primarily due to two whipsaw events that occurred in rapid succession. A “whipsaw” event is when a stock (or index) price quickly reverses direction. The Fund can be impacted by these events because price moves drive both the portfolio allocations and the risk management mechanisms. For example, the dramatic risk flare that occurred in August and September 2015 (at the end of the Fund’s 2015 fiscal year) caused the Fund to adopt a defensive posture and introduce a significant allocation to cash equivalents. This happened as the S&P 500^® Index level fell below its 200-day moving average, signaling that all weak sub-industries in the portfolio (as measured by their own 200-day moving average analyses) should be removed from the portfolio and replaced with cash equivalents. As the market’s strong recovery began in early October 2015, over half the Fund’s assets were invested in cash equivalents, and full equity exposure did not resume until the beginning of November, at which point the Fund significantly trailed the Index. Unfortunately, by that time, the market had begun to weaken once again.

A similar whipsaw event occurred in the first quarter of 2016. Between December 31, 2015 and March 24, 2016, the performance of the U.S. stock market was essentially flat. In the early weeks of the quarter, though, the market had declined by more than 10%. The severity of the decline, and the steepness of the

subsequent recovery, led to another situation where the Fund adopted a large allocation to cash equivalents, just in time for the recovery to begin. In this case, the Fund locked in additional underperformance as it had less than 30% exposure to equities during the market’s 10% rebound. As with the prior whipsaw event, this defensive positioning was guided by a breach of the key 200-day moving average price level by the S&P 500^® Index. At the time of the whipsaw, the VIX^® Index was elevated, reaching levels in excess of 28, indicating significant stress in the stock market. By the time the portfolio was fully re-invested in equities, the VIX^® had quickly fallen to below 14.

The Fund has built-in mechanisms to mitigate the negative impact of this sort of event, but whipsaws cannot be avoided entirely. The most damaging feature of the past year, though, was the fact that the Fund experienced two whipsaw events in a relatively short period of time. While single, isolated whipsaw events can be observed with some frequency, it is exceedingly rare for two severe events to occur so close together. The damage caused by these two whipsaw events can be seen if we separate the performance on those days when the Fund was fully invested from those days when the Fund had an allocation to cash equivalents. Nearly 12% of the 14.4% of underperformance experienced during the year occurred during periods when the Fund had a defensive cash equivalent position in place.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

10

Equity Trend Fund (Continued)

Allocation: The fund’s exposure to different asset classes may not be optimal for market conditions at a given time. Asset allocation does not guarantee a profit or protect against a loss in declining markets.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Discretionary	24	%
Information Technology	14
Consumer Staples	13
Industrials	12
Materials	10
Health Care	9
Real Estate	8
Other	10
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

11

Equity Trend Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		0.74	%		6.44	%		7.90	%		7/1/10
Class A Shares at POP3,4		-5.05			5.18			6.89			7/1/10
Class C Shares at NAV2 and with CDSC4		0.08			5.66			7.11			7/1/10
Class I Shares at NAV		0.98			6.69			8.16			7/1/10
Class R6 Shares at NAV		1.15			—			-5.64			11/12/14
S&P 500® Index		15.43			16.37			—	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.55%, Net 1.44%; C Shares: Gross 2.30%, Net 2.04%; I Shares: Gross 1.30%, Net 1.26%; R6 Shares: Gross 1.23%, Net 1.05%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹ Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵ The index returned 15.10% for Classes A, C, and I since the inception date of those respective classes and 5.56% since the inception date of Class R6.

⁶ The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net expense: Expenses reduced by the contractual fee waiver, in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on July 1, 2010 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

12

Global Equity Trend Fund   Fund Summary Ticker Symbols: Class A: VGPAX Class C: VGPCX Class I: VGPIX

Portfolio Manager Commentary by Virtus Investment Advisers

¢ The Fund is diversified and has an investment objective of capital appreciation. In pursuing this objective, the Fund maintains an emphasis on preservation of capital.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 1.84%, Class C shares returned 1.04%, and Class I shares returned 2.15%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%. MSCI All Country World Index (net), the Fund’s style-specific benchmark appropriate for comparison returned 11.96%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Over the past 12 months, the S&P 500^® Index climbed by over 15%. The MSCI All-Country World Index (net) was up 11.96% during the same period. In both cases, the encouraging headline numbers masked significant turbulence that was experienced along the way.

The beginning of October 2015 marked the point of rebound from a steep, but brief, global market correction during August and September. The strong relief rally which persisted through October faded as year-end 2015 approached, and November and December were marked by sideways performance in the U.S. and further deterioration globally. Expectations of central bank rate increases, multiple tensions in the geopolitical arena, and a minor meltdown in the junk bond market all contributed to a general sense of discomfort.

This discomfort was validated in January 2016 with another steep market correction. The losses extended into February with a second dip, as fear evolved into outright panic. Existing concerns related to slowing growth in China were exacerbated by a steep decline in oil prices, highlighting the stagnant levels of global economic growth. By the third week of February,

though, the wave of selling had passed, and the “greed” trade had taken over from the “fear” trade. A strong, extended rally was in place that would last until late spring/early summer. At that point, the U.K.’s pending “Brexit” vote became the “fear of the moment,” taking some of the steam out of global markets, especially outside the U.S.

Global market reaction to the eventual Brexit decision in late June was puzzling. In the first two trading sessions after the vote, the U.S. equity market dropped in excess of 5%, as measured by the S&P 500^® Index. European markets fared far worse in the initial panic. In due course, though, the prior market highs were regained. It appeared that the rally was back in place, but it evolved into a frustrating, sideways, choppy market throughout the rest of the summer, with the U.S. underperforming global markets (but still up for the period). A brief risk flare in the middle of September, which was loosely linked to interest rate fears, was dispatched relatively quickly and the market level at the end of September was near all-time highs.

What factors affected the Fund’s performance during its fiscal year?

The Fund’s underperformance of its benchmark was primarily due to two whipsaw events that occurred in rapid succession.

A “whipsaw” event is when a stock or index price quickly reverses direction. The Fund can be impacted by these events because price moves drive both the portfolio allocations and the risk management mechanisms. For example, the dramatic risk flare that occurred in August and September 2015 (at the end of the Fund’s 2015 fiscal year) caused the Fund to adopt a defensive posture in the U.S. portion of the portfolio and introduce a significant allocation to cash equivalents. This happened as the S&P 500^® Index level fell below its 200-day moving average, signaling that all weak U.S. sub-industries in the portfolio (as measured by their own 200-day moving average analyses) should be removed from the portfolio and replaced with cash equivalents. During this period, given the relative weakness in non-U.S. markets, the global portion of the portfolio maintained an additional cash buffer, leading to cash equivalent levels approaching 70% of the total portfolio. As the market’s strong recovery began in early October 2015, this significant defensive positioning weighed on the

Fund’s ability to participate. Unfortunately, by the time the Fund began to reduce its position in cash equivalents and take on additional risk, the markets had begun to weaken once again.

A similar whipsaw event occurred in the first quarter of 2016. Between December 31, 2015 and March 24, 2016, the performance of the U.S. stock market was essentially flat, and global markets were down slightly. In the early weeks of the quarter, though, the U.S. equity market had declined by more than 10%, and global equity markets were down about 12%. The severity of these declines, and the steepness of the subsequent recovery, led to another situation where the Fund adopted a large allocation to cash equivalents, just in time for the recovery to begin.

The Fund has built-in mechanisms to mitigate the negative impact of this sort of event, but whipsaws cannot be avoided entirely. The most damaging feature of the past year, though, was the fact that the Fund experienced two whipsaw events in a relatively short period of time. While single, isolated whipsaw events can be observed with some frequency, it is exceedingly rare for two severe events to occur so close together.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Exchange Traded Funds: The value of an ETF may be more volatile than the underlying portfolio of securities the ETF is designed to track. The costs of owning the ETF may exceed the cost of investing directly in the underlying securities.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

13

Global Equity Trend Fund (Continued)

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Allocation: The fund’s exposure to different asset classes may not be optimal for market conditions at a given time. Asset allocation does not guarantee a profit or protect against a loss in declining markets.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Fund of funds: Because the fund can invest in other funds, it indirectly bears its proportionate share of the operating expenses and management fees of the underlying fund(s).

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Common Stocks			58	%
Consumer Discretionary	14	%
Information Technology	8
Consumer Staples	7
Industrials	6
Materials	6
Health Care	6
All other Common Stocks	11
Exchange-Traded Funds			42
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

14

Global Equity Trend Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		1.84	%		3.95	%		2.48	%		3/15/11
Class A Shares at POP3,4		-4.01			2.73			1.39			3/15/11
Class C Shares at NAV2 and with CDSC4		1.04			3.21			1.72			3/15/11
Class I Shares at NAV		2.15			4.22			2.72			3/15/11
S&P 500® Index		15.43			16.37			12.30	5		—
MSCI AC World Index (Net)		11.96			10.63			6.87	5		—

Fund Expense Ratios⁶: A Shares: 1.78%; C Shares: 2.53%; I Shares: 1.53%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on March 15, 2011 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

15

Herzfeld Fund   Fund Summary Ticker Symbols: Class A: VHFAX Class C: VHFCX Class I: VHFIX

Portfolio Manager Commentary by Thomas J. Herzfeld Advisors, Inc.

¢ The Fund is non-diversified and has investment objectives of capital appreciation and current income.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 16.04%, Class C shares returned 15.22%, and Class I shares returned 16.40%. For the same period, the Fund’s style-specific benchmark, the Herzfeld Composite Index, which consists of 60% MSCI All Country World Index (net) and 40% Bloomberg Barclays U.S. Aggregate Index, returned 9.43%. Performance for the composite’s underlying indices over the period was 11.96% for the MSCI AC World Index (net) and 5.19% for the Bloomberg Barclays U.S. Aggregate Bond Index.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Over the Fund’s fiscal year, global equity markets rose 11.96%, as measured by the MSCI All Country World Index (net), while the Bloomberg Barclays U.S. Aggregate Bond Index gained 5.19%, providing solid returns for both asset classes. The rally in equities was due to the rebound in commodity-sensitive stocks, with energy, industrials, and materials leading the way, while technology continued to be an area investors looked to for growth. Within fixed income, credit and high yield rallied as fears of defaults in commodity-sensitive companies abated, leading to strong gains in those sectors.

The trend of widening closed-end fund discounts that started in September 2012 ended in January 2016, which gave a boost to the product class through the end of September 2016. The closed-end fund (“CEF”) industry started the fiscal year with an average weighted discount of -9.99%, and closed the year at -5.03%, narrowing 4.96 percentage points (Source: Bloomberg, compiled by Thomas J. Herzfeld Advisors). Discount narrowing and positive returns for both equity and fixed income CEFs is the holy

grail for CEF investors as leveraged positions during a bull market enhance returns, and discount narrowing adds to the alpha.

The period was not without its headaches, however. Between the solid fiscal year gains, global equity markets saw their sharpest sell-off since 2009, with the MSCI AC World Index (net) dropping more than 10% in the first six weeks of 2016 before reversing course in mid-February. The sell-off followed the first Fed rate hike since 2006, increasing worries of a slowing China once again, and the continued bear market in oil.

In January at the peak of selling, CEFs traded at their widest discounts since the “flash crash” of August 2015 (the widest they had been since 2009), before making an about-face and starting the current discount narrowing trend. Cyclical discount-narrowing trends have historically peaked at premiums before reversing. CEF investors continued to buy fixed income funds, through the end of the Fund’s fiscal year, as they exhibited the strongest discount narrowing trends.

What factors affected the Fund’s performance during its fiscal year?

Significant CEF discount narrowing, after more than three years of discount widening had a positive effect on the Fund’s performance in the fiscal year. The use of leverage by the CEF holdings hurt the Fund for the first part of the fiscal year before helping generate strong returns since February. From September 30, 2015 to February 11, 2016, the Fund’s A share (VHFAX) dropped 8.92% on a total return basis before rallying 27.41% on a total return basis through the end of the fiscal year.

The Fund was fully invested as we headed into calendar 2016. Historically, CEFs have exhibited discount narrowing in the first few months of the year due to the year-end phenomenon of discount widening as a direct result of seasonal tax-loss selling. However, discounts widened significantly to start the year, exacerbating the Fund’s poor performance. We remained invested throughout the equity market sell-off in the early part of 2016 as we believed the CEFs were exhibiting capitulation which is typically the best time to buy. Remaining fully invested once the sell-off started turned out to be the correct decision as the rebound was extremely sharp

for CEFs. The last thing investors in CEFs typically want to do is chase a rising market as it is difficult to add to positions at attractive prices because few investors are selling shares and the spreads are wide.

Energy CEFs provided the best returns in the period for the Fund but were also the most volatile. They were the worst performers from the start of the Fund’s fiscal year through February before becoming the best performers over the next seven months and for the one-year period. We continued to overweight energy, through the end of the Fund’s fiscal year, as we believe the rebound in this space would continue.

Preferred shares provided some of the best risk-adjusted returns for the portfolio, although they lagged the overall return of the Fund. Our top three preferred holdings, Oxford Lane 8.125% (“OXLCN”), Oxford Lane 7.50% (“OXLCO”), and MVC Capital 7.25% (“MVCB”), generated returns in excess of 10% while exhibiting less volatility than the overall CEF market. We continued to hold a large portion of the portfolio in these preferred shares, through the end of the Fund’s fiscal year, as fixed income CEFs were not attractive with their narrow discounts and lower yields at that time.

Health care was the weakest performer in the fiscal year as political discourse was the main driver of the price action. Presidential candidates excoriated increasing drug prices in the news, focusing on some of the bad actors in the space which worried investors. As a result, our large allocation to healthcare hurt the Fund’s performance over the period. Over the last six months, health care showed signs of a rebound. We continued to like the space through the end of the Fund’s fiscal year, due to its historically low valuations combined with future expected growth.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based on market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

16

Herzfeld Fund (Continued)

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Equity Funds	30	%
Preferred Stocks	26
International Equity Funds	17
Fixed Income Funds	6
International Fixed Income Funds	1
Other (includes short-term investments)	20
Total	100	%

Closed-end Funds: Closed-end funds may trade at a discount from their net asset values, which may affect whether the fund will realize gains or losses. They may also employ leverage, which may increase volatility.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Fund of funds: Because the fund can invest in other funds, it indirectly bears its proportionate share of the operating expenses and management fees of the underlying fund(s).

Prospectus: For additional information on risks, please see the fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

17

Herzfeld Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		16.04	%		6.83	%		9/5/12
Class A Shares at POP3,4		9.36			5.28			9/5/12
Class C Shares at NAV2 and with CDSC		15.22			6.04			9/5/12
Class I Shares at NAV		16.40			7.11			9/5/12
MSCI AC World Index (net)		11.96			8.99	5		—
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			2.57	5		—
Herzfeld Composite: 60% MSCI AC World Index (net) / 40% Bloomberg Barclays U.S. Aggregate Index		9.43			6.53	5		—

Fund Expense Ratios⁶: A Shares: Gross 2.91%, Net 2.78%; C Shares: Gross 3.66%, Net 3.53%; I Shares: Gross 2.66%, Net 2.53%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver. Expense ratios include fees and expenses associated with underlying funds.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 5, 2012 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

18

Multi-Asset Trend Fund   Fund Summary Ticker Symbols: Class A: VAAAX Class C: VAACX Class I: VAISX

Portfolio Manager Commentary by Virtus Investment Advisers

⬛ The Fund is diversified and has an investment objective of capital appreciation. In pursuing this objective, the Fund maintains an emphasis on preservation of capital.

⬛ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 3.82%, Class C shares returned 3.06%, and Class I shares returned 4.08%*. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%. Dow Jones Global Moderate Portfolio Index, the Fund’s style-specific index appropriate for comparison, returned 10.98%.

* See footnote 7 on page 21.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Over the past 12 months, the S&P 500^® Index climbed by over 15%. The Dow Jones Moderate Portfolio Index, which is the Fund’s primary benchmark, climbed by nearly 11%. While the headline numbers are positive, investors experienced significant turbulence along the way.

The beginning of October 2015 marked the point of rebound from a steep, but brief, global market correction during August and September. The strong relief rally which persisted through October faded as year-end 2015 approached, and November and December were marked by sideways performance in the U.S. and further deterioration globally. Expectations of central bank rate increases, multiple tensions in the geopolitical arena, and a minor meltdown in the junk bond market all contributed to a general sense of discomfort.

This discomfort was validated in January 2016, with another steep market correction. The losses extended into February, with a second dip, as fear evolved into outright panic. Existing concerns related to slowing growth in China were exacerbated by a steep decline in oil prices, highlighting the stagnant levels of global economic growth.

By the third week of February, though, the wave of selling had passed, and the “greed” trade had taken over from the “fear” trade. A strong, extended rally was in place that would last until late spring/early summer. At that point, the U.K.’s pending “Brexit” vote became the “fear of the moment,” taking some of the steam out of global markets, especially outside of the U.S.

Global market reaction to the eventual Brexit decision in late June was puzzling. In the first two trading sessions after the vote, the U.S. equity market dropped in excess of 5%, as measured by the S&P 500^® Index. European markets fared even worse. Within a week, however, the prior market highs were regained. It appeared that the rally was back in place but, in fact, it evolved into a frustrating, sideways market throughout the rest of the summer. A brief risk flare in the middle of September —loosely linked to Federal Reserve rate hike fears — was dispatched relatively quickly and the market level at fiscal year-end was near all-time highs.

What factors affected the Fund’s performance during its fiscal year?

The Fund’s underperformance of the benchmark was primarily due to two whipsaw events that occurred in rapid succession.

A “whipsaw” event is when a stock (or index) price quickly reverses direction. The Fund can be impacted by these events because price moves drive both the portfolio allocations and the risk management mechanisms. For example, the dramatic risk flare that occurred in August and September 2015 (at the end of the Fund’s 2015 fiscal year) caused the Fund to adopt a defensive posture in the U.S. equity portion of the portfolio, introducing a significant allocation to cash equivalents. This happened as the S&P 500^® Index level fell below its 200-day moving average, signaling that all weak U.S. sub-industries in the portfolio (as measured by their own 200-day moving average analyses) should be removed from the portfolio and replaced with cash equivalents. During this period, given the relative weakness in non-U.S. markets, the global portion of the portfolio maintained an additional cash buffer, leading to increased cash equivalent levels across the total portfolio, and highly conservative positioning in the alternatives and fixed income components. As the market’s strong recovery began in early October 2015, this significant defensive

positioning weighed on the Fund’s ability to participate. Unfortunately, by the time the Fund began to reduce the cash equivalents position and take on additional risk, the markets had begun to weaken once again.

A similar whipsaw event occurred in the first quarter of 2016. Between December 31, 2015 and March 24, 2016, the performance of the U.S. stock market was essentially flat, and global markets were down slightly. In the early weeks of the quarter, though, the U.S. market had declined by more than 10%, and global markets were down about 12%. The severity of these declines, and the steepness of the subsequent recovery, led to another situation where the Fund adopted a large allocation to cash equivalents, just in time for the recovery to begin.

The Fund has built-in mechanisms to mitigate the negative impact of this sort of event, but whipsaws cannot be avoided entirely. The most damaging feature of the past year, though, was the fact that the Fund experienced two whipsaw events in a relatively short period of time. While single, isolated whipsaw events can be observed with some frequency, it is exceedingly rare for two severe events to occur so close together.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

19

Multi-Asset Trend Fund (Continued)

Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Exchange Traded Funds: The value of an ETF may be more volatile than the underlying portfolio of securities the ETF is designed to track. The costs of owning the ETF may exceed the cost of investing directly in the underlying securities.

Commodity-Linked: Commodity-linked instruments may experience a return different than the commodity they attempt to track and may also be exposed to counterparty risk.

Allocation: The fund’s exposure to different asset classes may not be optimal for market conditions at a given time. Asset allocation does not guarantee a profit or protect against a loss in declining markets.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Exchange-Traded Funds			63	%
Common Stocks			37
Consumer Discretionary	9	%
Information Technology	5
Consumer Staples	5
All other Common Stocks	18
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

20

Multi-Asset Trend Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		3.82	%		3.71	%		2.75	%		3/15/11
Class A Shares at POP3,4		-2.15			2.49			1.66			3/15/11
Class C Shares at NAV2 and with CDSC4		3.06			2.94			2.01			3/15/11
Class I Shares at NAV7		4.08			3.95			3.00			3/15/11
S&P 500® Index		15.43			16.37			12.30	5		—
Dow Jones Global Moderate Portfolio IndexSM		10.98			8.66			6.70	5		—

Fund Expense Ratios⁶: A Shares: 1.75%; C Shares: 2.50%; I Shares: 1.50%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Expense ratios include fees and expenses associated with underlying funds.

⁷  Total Return for the report period presented in the table differs from the return in the Financial Highlights. The total return presented in the above table is calculated based on the NAV at which shareholder transactions were processed. The total return presented in the Financial Highlights section of the report is calculated in the same manner, but also takes into account certain adjustments that are necessary under generally accepted accounting principals required in the annual report and semiannual report.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on March 15, 2011 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

21

Sector Trend Fund   Fund Summary Ticker Symbols: Class A: PWBAX Class C: PWBCX Class I: VARIX

Portfolio Manager Commentary by Virtus Investment Advisers

⬛ The Fund is diversified and has an investment objective of long-term capital appreciation.

⬛ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 3.45%*, Class C shares returned 2.60%, and Class I shares returned 3.65%. For the same period, the S&P 500^® Index, which is both the broad-based equity index and the Fund’s style-specific benchmark, returned 15.43%.

* See footnote 7 on page 24.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Over the past 12 months, the S&P 500^® Index climbed by over 15%. While this performance is slightly above historical averages, the encouraging headline number masks the significant turbulence that was experienced along the way.

The beginning of October 2015 marked the point of rebound from a steep, but brief, 10% market correction during August and September. The strong relief rally which persisted through October faded as year-end 2015 approached, and November and December were marked by sideways performance and increasing risk (as measured by the CBOE Volatility Index (“VIX^® Index”). Expectations of central bank rate increases, multiple tensions in the geopolitical arena, and a minor meltdown in the junk bond market all contributed to a general sense of discomfort.

This discomfort was validated in January 2016 with another steep market correction. The losses extended into February with fear evolving into outright panic. Existing concerns related to slowing growth in China were exacerbated by a steep decline in oil prices, highlighting the stagnant levels of global economic growth. By the third week of February, though, the wave of selling had passed, and the “greed” trade had taken over from the “fear” trade. A strong, extended

rally was in place that would last until late spring/early summer. At that point, the U.K.’s pending “Brexit” vote became the “fear of the moment,” taking some of the steam out of the stock market.

Global market reaction to the eventual Brexit decision in late June was puzzling. In the first two trading sessions after the vote, the U.S. equity market dropped in excess of 5%, as measured by the S&P 500^® Index. European markets fared even worse. Within a week, however, the prior market highs were regained. It appeared that the rally was back in place but, in fact, it evolved into a frustrating, sideways market throughout the rest of the summer. A brief risk flare in the middle of September loosely linked to Federal Reserve rate hike fears was dispatched relatively quickly and the market level at fiscal year-end was near all-time highs.

What factors affected the Fund’s performance during its fiscal year?

The Fund trailed the S&P 500^® Index by over 11% for the year. This underperformance was primarily due to two whipsaw events that occurred in rapid succession.

A “whipsaw” event is when a stock (or index) price quickly reverses direction. The Fund can be impacted by these events because price moves drive both the portfolio allocations and the risk management mechanisms. For example, the dramatic risk flare that occurred in August and September 2015 (at the end of the Fund’s 2015 fiscal year) caused the Fund to adopt a defensive posture and introduce a significant allocation to cash equivalents. During the first week of October 2015, the Fund reached a 100% allocation to cash equivalents. This defensive positioning was adopted as each of the nine (at the time) sectors within the S&P 500^® Index fell below their 200-day average levels (a measurement that is subject to a five-day confirmation period). The timing was unfortunate, as it became clear in hindsight that the market’s strong recovery had already begun. Full equity exposure didn’t resume until the beginning of November, at which point the Fund had locked in 8.04% of underperformance. By that time, the market had begun to weaken once again.

A similar whipsaw event occurred in the first quarter of 2016. Between December 31, 2015 and March 24, 2016, the performance of the U.S. stock market was

essentially flat. In the early weeks of the quarter, though, the market had declined by more than 10%. The severity of the decline, and the steepness of the subsequent recovery, led to another situation where the Fund adopted a large allocation to cash equivalents, just in time for the recovery to begin. In this case, the Fund handled the whipsaw much better, but still locked in a loss of 1.41%. One big difference during this whipsaw as compared to the last was the relatively smaller allocation to cash equivalents, maxing out at around 60% of the portfolio.

The Fund has built-in mechanisms to mitigate the negative impact of this sort of event, but whipsaws cannot be avoided entirely. The most damaging feature of the past year, though, was the fact that the Fund experienced two whipsaw events in a relatively short period of time. While single, isolated whipsaw events can be observed with some frequency, it is exceedingly rare for two severe events to occur so close together.

The damage caused by these two whipsaw events can be seen if we separate the performance on those days when the Fund was fully invested from those days when the Fund had an allocation to cash equivalents. Over 9% of the underperformance experienced during the year occurred during periods when the Fund had a defensive cash equivalent position in place.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

22

Sector Trend Fund (Continued)

Allocation: The fund’s exposure to different asset classes may not be optimal for market conditions at a given time. Asset allocation does not guarantee a profit or protect against a loss in declining markets.

Prospectus: For additional information on risks, please see the fund’s prospectus.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Staples	20	%
Utilities	20
Consumer Discretionary	15
Health Care	15
Energy	5
Industrials	5
Financials	5
Other	15
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

23

Sector Trend Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years			Since Inception			Inception Date
Class A Shares at NAV2,7		3.45	%		9.96	%		5.38	%		—			—
Class A Shares at POP3,4		-2.49			8.66			4.76			—			—
Class C Shares at NAV2 and with CDSC4		2.60			9.12			4.60			—			—
Class I Shares at NAV		3.65			10.21			—			10.02	%		10/1/09
S&P 500® Index		15.43			16.37			7.24			13.59	5		—

Fund Expense Ratios⁶: A Shares 1.01%; C Shares 1.76%; I Shares 0.76%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the inception date of Class I shares.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Expense ratios include fees and expenses associated with underlying funds.

⁷  Total Return for the report period presented in the table differs from the return in the Financial Highlights. The total return presented in the above table is calculated based on the NAV at which shareholder transactions were processed. The total return presented in the Financial Highlights section of the report is calculated in the same manner, but also takes into account certain adjustments that are necessary under generally accepted accounting principals required in the annual report and semiannual report.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

24

VIRTUS ALTERNATIVES DIVERSIFIER FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
AFFILIATED MUTUAL FUNDS(3)—50.0%
Equity Funds—42.4%
Virtus Global Infrastructure Fund Class I		684,076	$	9,734
Virtus Global Real Estate Securities Fund Class I		176,175		5,143
Virtus International Real Estate Securities Fund Class I		766,372		5,564
Virtus Real Estate Securities Fund Class I		118,789		4,375
				24,816
Fixed Income Fund—7.6%
Virtus Senior Floating Rate Fund Class I		475,774		4,486
TOTAL AFFILIATED MUTUAL FUNDS (Identified Cost $20,545)				29,302
EXCHANGE-TRADED FUNDS(3)—49.0%
Global X Uranium Index Fund		1,570		21
iShares S&P North American Natural Resources Sector Index Fund		308,910		10,645
PowerShares DB Commodity Index Tracking Fund(2)		539,600		8,099
PowerShares DB G10 Currency Harvest Fund(2)		226,250		5,638
Vaneck Vectors Agribusiness Index Fund		40,700		2,033
Vaneck Vectors Coal Index Fund		172,332		2,034
WisdomTree Managed Futures Strategy Fund(2)		5,800		244
TOTAL EXCHANGE-TRADED FUNDS (Identified Cost $27,197)				28,714
TOTAL LONG TERM INVESTMENTS—99.0%
(Identified Cost $47,742)				58,016

	SHARES		VALUE
SHORT-TERM INVESTMENT—0.6%
Money Market Mutual Fund—0.6%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)(3)		324,668	$	325
TOTAL SHORT-TERM INVESTMENT (Identified Cost $325)				325
TOTAL INVESTMENTS—99.6% (Identified Cost $48,067)				58,341	(1)
Other assets and liabilities, net—0.4%				218
NET ASSETS—100.0%			$	58,559

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

⁽³⁾  Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at, September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Affiliated Mutual Funds	$	29,302	$	29,302
Exchange-Traded Funds		28,714		28,714
Short-Term Investments		325		325
Total Investments	$	58,341	$	58,341

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

25

VIRTUS EQUITY TREND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—99.3%
Consumer Discretionary—24.1%
Advance Auto Parts, Inc.		13,416	$	2,001
Amazon.com, Inc.(2)		15,388		12,884
AutoNation, Inc.(2)		13,387		652
AutoZone, Inc.(2)		5,496		4,223
Best Buy Co., Inc.		389,420		14,868
CarMax, Inc.(2)		36,931		1,970
Chipotle Mexican Grill, Inc.(2)		1,784		755
Comcast Corp. Class A		165,054		10,950
Darden Restaurants, Inc.		6,284		385
Dollar General Corp.		44,493		3,114
Dollar Tree, Inc.(2)		36,734		2,899
Expedia, Inc.		5,048		589
Foot Locker, Inc.		17,649		1,195
Gap, Inc. (The)		33,223		739
Genuine Parts Co.		150,046		15,072
Hasbro, Inc.		79,033		6,270
Home Depot, Inc. (The)		79,754		10,263
Horton (D.R.), Inc.		146,179		4,415
Interpublic Group of Cos., Inc. (The)		242,069		5,410
L Brands, Inc.		35,589		2,519
Leggett & Platt, Inc.		79,617		3,629
Lennar Corp. Class A		79,754		3,377
LKQ Corp.(2)		179,910		6,380
Lowe’s Cos., Inc.		56,497		4,080
Mattel, Inc.		238,916		7,234
McDonald’s Corp.		52,550		6,062
Mohawk Industries, Inc.(2)		37,194		7,451
Netflix, Inc.(2)		16,617		1,638
Newell Brands, Inc.		252,632		13,304
NIKE, Inc. Class B		231,187		12,172
O’Reilly Automotive, Inc.(2)		17,865		5,004
Omnicom Group, Inc.		138,664		11,786
Priceline Group, Inc. (The)(2)		2,005		2,950
PulteGroup, Inc.		141,512		2,836
Ross Stores, Inc.		55,624		3,577
Starbucks Corp.		85,561		4,632
Target Corp.		95,614		6,567
TJX Cos., Inc. (The)		92,208		6,895
TripAdvisor, Inc.(2)		4,356		275
Urban Outfitters, Inc.(2)		13,983		483
Wynn Resorts Ltd.		163,362		15,915
Yum! Brands, Inc.		24,629		2,237
				229,657
Consumer Staples—12.8%
Altria Group, Inc.		83,263		5,265
Brown-Forman Corp. Class B		84,798		4,023
Campbell Soup Co.		9,595		525
Church & Dwight Co., Inc.		9,571		459
Clorox Co. (The)		4,955		620
Coca-Cola Co. (The)		162,326		6,870
Colgate-Palmolive Co.		35,066		2,600
ConAgra Foods, Inc.		24,197		1,140
Constellation Brands, Inc. Class A		80,118		13,339
CVS Health Corp.		64,629		5,751
Dr. Pepper Snapple Group, Inc.		6,542		597
General Mills, Inc.		31,857		2,035
Hershey Co. (The)		8,539		816
Hormel Foods Corp.		12,918		490
J.M. Smucker Co. (The)		5,669		768

	SHARES		VALUE
Consumer Staples—continued
Kellogg Co.		13,502	$	1,046
Kimberly-Clark Corp.		13,782		1,739
Kraft Heinz Co.(The)		31,149		2,788
McCormick & Co., Inc.		5,957		595
Mead Johnson Nutrition Co.		9,880		781
Molson Coors Brewing Co. Class B		173,256		19,024
Mondelez International, Inc. Class A		66,826		2,934
Monster Beverage Corp.(2)		5,098		748
PepsiCo, Inc.		60,728		6,605
Philip Morris International, Inc.		67,225		6,536
Procter & Gamble Co. (The)		102,723		9,219
Reynolds American, Inc.		45,883		2,163
Sysco Corp.		343,665		16,843
Tyson Foods, Inc. Class A		14,467		1,080
Walgreens Boots Alliance, Inc.		50,832		4,098
				121,497
Energy—1.5%
Marathon Petroleum Corp.		82,522		3,349
Phillips 66		72,758		5,861
Tesoro Corp.		18,991		1,511
Valero Energy Corp.		73,955		3,920
				14,641
Financials—4.4%
Allstate Corp. (The)		36,510		2,526
AON plc		50,799		5,714
CHUBB Ltd.		40,402		5,077
Cincinnati Financial Corp.		12,800		965
CME Group, Inc.		32,824		3,431
Intercontinental Exchange, Inc.		11,546		3,110
Marsh & McLennan Cos., Inc.		96,509		6,490
Moody’s Corp.		16,673		1,805
NASDAQ OMX Group, Inc. (The)		11,147		753
Progressive Corp. (The)		54,521		1,717
S&P Global, Inc.		26,229		3,320
Travelers Cos., Inc. (The)		26,567		3,043
Willis Towers Watson plc		25,698		3,412
XL Group Ltd.		27,227		916
				42,279
Health Care—9.0%
Abbott Laboratories		52,349		2,214
Aetna, Inc.		18,510		2,137
Agilent Technologies, Inc.		41,343		1,947
Allergan plc		4,381		1,009
AmerisourceBergen Corp.		22,255		1,798
Anthem, Inc.		13,929		1,745
Bard (C.R.), Inc.		2,693		604
Baxter International, Inc.		19,761		941
Becton, Dickinson & Co.		7,586		1,363
Boston Scientific Corp.(2)		48,615		1,157
Bristol-Myers Squibb Co.		18,595		1,003
Cardinal Health, Inc.		37,362		2,903
Centene Corp.(2)		7,925		531
Cigna Corp.		13,824		1,801
Danaher Corp.		18,139		1,422
DENTSPLY SIRONA, Inc.		249,779		14,844
Edwards Lifesciences Corp.(2)		8,137		981
Eli Lilly & Co.		10,881		873

	SHARES		VALUE
Health Care—continued
Endo International plc(2)		2,492	$	50
Henry Schein, Inc.(2)		9,357		1,525
Hologic, Inc.(2)		8,075		314
Humana, Inc.		8,126		1,437
Illumina, Inc.(2)		18,616		3,382
Intuitive Surgical, Inc.(2)		1,353		981
Johnson & Johnson		30,854		3,645
Mallinckrodt plc(2)		1,412		98
McKesson Corp.		26,133		4,358
Medtronic plc		49,857		4,308
Merck & Co., Inc.		31,154		1,944
Mylan NV(2)		4,962		189
Patterson Cos., Inc.		9,862		453
PerkinElmer, Inc.		14,683		824
Perrigo Co. plc		1,714		158
Pfizer, Inc.		68,830		2,331
St. Jude Medical, Inc.		9,450		754
Stryker Corp.		11,622		1,353
Thermo Fisher Scientific, Inc.		50,947		8,104
UnitedHealth Group, Inc.		51,534		7,215
Varian Medical Systems, Inc.(2)		3,575		356
Waters Corp.(2)		10,258		1,626
Zimmer Biomet Holdings, Inc.		6,664		866
Zoetis, Inc.		5,506		286
				85,830
Industrials—11.4%
3M Co.		19,875		3,503
Allegion plc		87,449		6,026
Avery Dennison Corp.		22,874		1,779
Boeing Co. (The)		20,133		2,652
Cintas Corp.		154,888		17,440
Dover Corp.		17,896		1,318
Dun & Bradstreet Corp. (The)		10,924		1,493
Equifax, Inc.		35,348		4,757
Flowserve Corp.		15,794		762
Fortive Corp.		9,376		477
General Dynamics Corp.		9,340		1,449
General Electric Co.		326,830		9,681
Honeywell International, Inc.		23,853		2,781
Illinois Tool Works, Inc.		38,206		4,579
Ingersoll-Rand plc		30,625		2,081
L-3 Communications Holdings, Inc.		2,382		359
Lockheed Martin Corp.		7,768		1,862
Masco Corp.		303,419		10,410
Nielsen Holdings plc		108,075		5,790
Northrop Grumman Corp.		5,679		1,215
Parker Hannifin Corp.		15,698		1,971
Pentair plc		20,716		1,331
Raytheon Co.		9,374		1,276
Republic Services, Inc.		77,105		3,890
Rockwell Collins, Inc.		4,203		355
Roper Technologies, Inc.		3,115		568
Snap-On, Inc.		6,994		1,063
Stanley Black & Decker, Inc.		17,055		2,097
Stericycle, Inc.(2)		26,991		2,163
Textron, Inc.		8,524		339
TransDigm Group, Inc.(2)		1,717		496
United Technologies Corp.		24,628		2,502
Waste Management, Inc.		132,909		8,474
Xylem, Inc.		20,807		1,091
				108,030

See Notes to Financial Statements

26

VIRTUS EQUITY TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Information Technology—14.0%
Activision Blizzard, Inc.		148,674	$	6,586
Adobe Systems, Inc.(2)		49,841		5,410
Akamai Technologies, Inc.(2)		7,701		408
Alliance Data Systems Corp.(2)		1,655		355
Alphabet, Inc. Class A(2)		6,018		4,839
Alphabet, Inc. Class C(2)		6,175		4,800
Amphenol Corp. Class A		110,554		7,177
Analog Devices, Inc.		9,171		591
Applied Materials, Inc.		298,939		9,013
Autodesk, Inc.(2)		22,802		1,649
Automatic Data Processing, Inc.		11,943		1,053
Broadcom Ltd.		11,345		1,957
CA, Inc.		7,448		246
Citrix Systems, Inc.(2)		15,245		1,299
Corning, Inc.		387,635		9,168
eBay, Inc.(2)		37,638		1,238
Electronic Arts, Inc.(2)		91,582		7,821
Facebook, Inc. Class A(2)		54,189		6,951
Fidelity National Information Services, Inc.		7,290		562
First Solar, Inc.(2)		2,832		112
Fiserv, Inc.(2)		5,920		589
Global Payments, Inc.		4,974		382
Intel Corp.		143,728		5,426
Intuit, Inc.		25,799		2,838
KLA-Tencor Corp.		54,832		3,822
Lam Research Corp.		42,188		3,996
Linear Technology Corp.		8,237		488
MasterCard, Inc. Class A		25,628		2,608
Microchip Technology, Inc.		5,825		362
Micron Technology, Inc.(2)		33,906		603
Microsoft Corp.		222,506		12,816
NVIDIA Corp.		14,806		1,014
Oracle Corp.		78,358		3,078
Paychex, Inc.		8,461		490
PayPal Holdings, Inc.(2)		28,756		1,178
Qorvo, Inc.(2)		3,719		207
QUALCOMM, Inc.		45,391		3,109
Red Hat, Inc.(2)		4,759		385
salesforce.com, Inc.(2)		62,138		4,432
Skyworks Solutions, Inc.		5,970		455
Symantec Corp.		18,429		463
Texas Instruments, Inc.		30,638		2,150
Total System Services, Inc.		4,694		221
VeriSign, Inc.(2)		3,326		260
Verisk Analytics, Inc.(2)		47,034		3,823
Visa, Inc. Class A		50,371		4,166
Western Union Co. (The)		14,064		293
Xerox Corp.		26,512		269
Xilinx, Inc.		7,863		427
Yahoo!, Inc.(2)		29,250		1,261
				132,846
Materials—10.1%
Alcoa, Inc.(2)		1,305,081		13,233
Dow Chemical Co. (The)		120,154		6,228
Du Pont (E.I.) de Nemours & Co.		93,214		6,243
Eastman Chemical Co.		16,353		1,107
Ecolab, Inc.		31,836		3,875
International Flavors & Fragrances, Inc.		9,620		1,375

	SHARES		VALUE
Materials—continued
International Paper Co.		104,012	$	4,990
Martin Marietta Materials, Inc.		39,263		7,032
Newmont Mining Corp.		453,117		17,803
Nucor Corp.		275,333		13,615
PPG Industries, Inc.		32,286		3,337
Sealed Air Corp.		49,541		2,270
Sherwin-Williams Co. (The)		9,488		2,625
Vulcan Materials Co.		79,387		9,029
Westrock Co.		66,369		3,218
				95,980
Real Estate—8.0%
American Tower Corp.		36,658		4,154
Apartment Investment & Management Co. Class A		25,166		1,155
AvalonBay Communities, Inc.		23,056		4,100
Crown Castle International Corp.		29,424		2,772
Digital Realty Trust, Inc.		10,032		974
Equinix, Inc.		6,142		2,213
Equity Residential		61,652		3,966
Essex Property Trust, Inc.		11,047		2,460
Extra Space Storage, Inc.		11,023		875
Federal Realty Investment Trust		7,197		1,108
General Growth Properties, Inc.		82,053		2,265
HCP, Inc.		94,508		3,587
Iron Mountain, Inc.		15,576		585
Kimco Realty Corp.		57,684		1,670
Macerich Co. (The)		18,773		1,518
Prologis, Inc.		295,047		15,797
Public Storage		13,048		2,912
Realty Income Corp.		32,477		2,174
Simon Property Group, Inc.		37,524		7,768
UDR, Inc.		44,484		1,601
Ventas, Inc.		68,974		4,872
Welltower, Inc.		72,964		5,455
Weyerhaeuser Co.		68,919		2,201
				76,182
Telecommunication Services—1.4%
AT&T, Inc.		167,768		6,813
CenturyLink, Inc.		16,310		447
Frontier Communications Corp.		39,384		164
Verizon Communications, Inc.		111,574		5,800
				13,224
Utilities—2.6%
Ameren Corp.		13,315		655
American Electric Power Co., Inc.		17,198		1,104
CenterPoint Energy, Inc.		25,281		587
CMS Energy Corp.		15,587		655
Consolidated Edison, Inc.		16,245		1,223
Dominion Resources, Inc.		31,653		2,351
DTE Energy Co.		9,849		923
Duke Energy Corp.		24,924		1,995
Edison International		11,046		798
Entergy Corp.		6,562		504
Eversource Energy		11,199		607

	SHARES		VALUE
Utilities—continued
Exelon Corp.		33,150	$	1,104
FirstEnergy Corp.		14,132		467
NextEra Energy, Inc.		16,228		1,985
NiSource, Inc.		18,375		443
PG&E Corp.		26,054		1,594
Pinnacle West Capital Corp.		4,767		362
PPL Corp.		23,185		802
Public Service Enterprise Group, Inc.		27,757		1,162
SCANA Corp.		7,305		529
Sempra Energy		12,902		1,383
Southern Co.		32,290		1,656
WEC Energy Group, Inc.		16,436		984
XCEL Energy, Inc.		17,824		733
				24,606
TOTAL COMMON STOCKS (Identified Cost $858,155)				944,772
TOTAL LONG TERM INVESTMENTS—99.3%
(Identified Cost $858,155)				944,772
TOTAL INVESTMENTS—99.3% (Identified Cost $858,155)				944,772	(1)
Other assets and liabilities, net—0.7%				7,012
NET ASSETS—100.0%			$	951,784

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Schedules of Investments):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	944,772	$	944,772
Total Investments	$	944,772	$	944,772

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

27

VIRTUS GLOBAL EQUITY TREND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—57.2%
Consumer Discretionary—14.2%
Advance Auto Parts, Inc.		211	$	31
Amazon.com, Inc.(2)		177		148
AutoNation, Inc.(2)		208		10
AutoZone, Inc.(2)		81		62
Best Buy Co., Inc.		5,838		223
CarMax, Inc.(2)		537		29
Chipotle Mexican Grill, Inc.(2)		26		11
Comcast Corp. Class A		2,312		153
Darden Restaurants, Inc.		95		6
Dollar General Corp.		674		47
Dollar Tree, Inc.(2)		561		44
Expedia, Inc.		69		8
Foot Locker, Inc.		344		23
Gap, Inc. (The)		563		13
Genuine Parts Co.		2,164		217
Hasbro, Inc.		1,067		85
Home Depot, Inc. (The)		1,088		140
Horton (D.R.), Inc.		2,439		74
Interpublic Group of Cos., Inc. (The)		2,633		59
L Brands, Inc.		620		44
Leggett & Platt, Inc.		1,329		61
Lennar Corp. Class A		1,332		56
LKQ Corp.(2)		3,241		115
Lowe’s Cos., Inc.		753		54
Mattel, Inc.		3,742		113
McDonald’s Corp.		737		85
Mohawk Industries, Inc.(2)		625		125
Netflix, Inc.(2)		286		28
Newell Rubbermaid, Inc.		4,209		222
NIKE, Inc. Class B		3,606		190
O’Reilly Automotive, Inc.(2)		277		78
Omnicom Group, Inc.		1,695		144
Priceline Group, Inc. (The)(2)		29		43
PulteGroup, Inc.		2,389		48
Ross Stores, Inc.		840		54
Starbucks Corp.		1,287		70
Target Corp.		1,608		110
TJX Cos., Inc. (The)		1,310		98
TripAdvisor, Inc.(2)		67		4
Urban Outfitters, Inc.(2)		203		7
Wynn Resorts Ltd.		2,284		223
Yum! Brands, Inc.		343		31
				3,386
Consumer Staples—7.0%
Altria Group, Inc.		1,229		78
Brown-Forman Corp. Class B		1,176		56
Campbell Soup Co.		142		8
Church & Dwight Co., Inc.		151		7
Clorox Co. (The)		78		10
Coca-Cola Co. (The)		2,219		94
Colgate-Palmolive Co.		556		41
ConAgra Foods, Inc.		306		14
Constellation Brands, Inc. Class A		960		160
CVS Health Corp.		1,081		96
Dr. Pepper Snapple Group, Inc.		119		11
General Mills, Inc.		437		28
Hershey Co. (The)		121		12
Hormel Foods Corp.		268		10
J.M. Smucker Co. (The)		91		12
Kellogg Co.		191		15

	SHARES		VALUE
Consumer Staples—continued
Kimberly-Clark Corp.		227	$	29
Kraft Heinz Co.(The)		417		37
McCormick & Co., Inc.		80		8
Mead Johnson Nutrition Co.		138		11
Molson Coors Brewing Co. Class B		2,103		231
Mondelez International, Inc. Class A		1,086		48
Monster Beverage Corp.(2)		73		11
PepsiCo, Inc.		803		87
Philip Morris International, Inc.		1,012		98
Procter & Gamble Co. (The)		1,573		141
Reynolds American, Inc.		557		26
Sysco Corp.		4,205		206
Tyson Foods, Inc. Class A		211		16
Walgreens Boots Alliance, Inc.		857		69
				1,670
Energy—0.9%
Marathon Petroleum Corp.		1,257		51
Phillips 66		1,131		91
Tesoro Corp.		297		23
Valero Energy Corp.		1,146		61
				226
Financials—2.4%
Allstate Corp. (The)		488		34
AON plc		699		79
CHUBB Ltd.		587		74
Cincinnati Financial Corp.		193		14
CME Group, Inc.		545		57
Intercontinental Exchange, Inc.		190		51
Marsh & McLennan Cos., Inc.		1,304		88
Moody’s Corp.		290		31
NASDAQ OMX Group, Inc. (The)		196		13
Progressive Corp. (The)		826		26
Travelers Cos., Inc. (The)		416		48
Willis Towers Watson plc		355		47
XL Group Ltd.		420		14
				576
Health Care—5.7%
Abbott Laboratories		893		38
Aetna, Inc.		284		33
Agilent Technologies, Inc.		568		27
Allergan plc(2)		70		16
AmerisourceBergen Corp.		371		30
Anthem, Inc.		201		25
Bard (C.R.), Inc.		27		6
Baxter International, Inc.		358		17
Becton, Dickinson & Co.		117		21
Boston Scientific Corp.(2)		614		15
Bristol-Myers Squibb Co.		319		17
Cardinal Health, Inc.		623		48
Centene Corp.(2)		154		10
Cigna Corp.		201		26
Danaher Corp.		259		20
DENTSPLY SIRONA, Inc.		3,350		199
Edwards Lifesciences Corp.(2)		113		14
Eli Lilly & Co.		190		15
Endo International plc(2)		39		1
Henry Schein, Inc.(2)		150		24
Hologic, Inc.(2)		151		6

	SHARES		VALUE
Health Care—continued
Humana, Inc.		123	$	22
Illumina, Inc.(2)		318		58
Intuitive Surgical, Inc.(2)		22		16
Johnson & Johnson		524		62
Mallinckrodt plc(2)		27		2
McKesson Corp.		425		71
Medtronic plc		728		63
Merck & Co., Inc.		541		34
Mylan NV(2)		78		3
Patterson Cos., Inc.		157		7
PerkinElmer, Inc.		196		11
Perrigo Co. plc		25		2
Pfizer, Inc.		1,161		39
St. Jude Medical, Inc.		123		10
Stryker Corp.		158		18
Thermo Fisher Scientific, Inc.		705		112
UnitedHealth Group, Inc.		733		103
Varian Medical Systems, Inc.(2)		47		5
Waters Corp.(2)		141		22
Welltower, Inc.		1,076		81
Zimmer Biomet Holdings, Inc.		87		11
Zoetis, Inc.		88		5
				1,365
Industrials—6.2%
3M Co.		257		45
Allegion plc		1,128		78
Avery Dennison Corp.		388		30
Boeing Co. (The)		295		39
Cintas Corp.		2,225		251
Dover Corp.		272		20
Dun & Bradstreet Corp. (The)		130		18
Equifax, Inc.		460		62
Flowserve Corp.		224		11
Fortive Corp.		122		6
General Dynamics Corp.		116		18
General Electric Co.		4,319		128
Honeywell International, Inc.		356		41
Illinois Tool Works, Inc.		535		64
Ingersoll-Rand plc		420		28
L-3 Communications Holdings, Inc.		24		4
Lockheed Martin Corp.		117		28
Masco Corp.		4,007		137
Nielsen Holdings plc		1,542		83
Northrop Grumman Corp.		70		15
Parker Hannifin Corp.		217		27
Pentair plc		279		18
Raytheon Co.		125		17
Republic Services, Inc.		1,063		54
Rockwell Collins, Inc.		66		6
Roper Technologies, Inc.		40		7
Snap-On, Inc.		92		14
Stanley Black & Decker, Inc.		224		28
Stericycle, Inc.(2)		476		38
Textron, Inc.		122		5
TransDigm Group, Inc.(2)		31		9
United Technologies Corp.		357		36
Waste Management, Inc.		1,766		113
Xylem, Inc.		276		14
				1,492

See Notes to Financial Statements

28

VIRTUS GLOBAL EQUITY TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Information Technology—8.1%
Activision Blizzard, Inc.		2,450	$	109
Adobe Systems, Inc.(2)		680		74
Akamai Technologies, Inc.(2)		50		3
Alliance Data Systems Corp.(2)		24		5
Alphabet, Inc. Class A(2)		80		64
Alphabet, Inc. Class C(2)		83		65
Amphenol Corp. Class A		1,611		105
Analog Devices, Inc.		143		9
Applied Materials, Inc.		4,594		139
Autodesk, Inc.(2)		346		25
Automatic Data Processing, Inc.		201		18
Broadcom Ltd.		180		31
CA, Inc.		117		4
Citrix Systems, Inc.(2)		196		17
Corning, Inc.		5,684		134
eBay, Inc.(2)		313		10
Electronic Arts, Inc.(2)		1,526		130
Equinix, Inc.		78		28
Facebook, Inc. Class A(2)		570		73
Fidelity National Information Services, Inc.		122		9
First Solar, Inc.(2)		36		1
Fiserv, Inc.(2)		116		12
Global Payments, Inc.		73		6
Intel Corp.		2,280		86
Intuit, Inc.		358		39
KLA-Tencor Corp.		885		62
Lam Research Corp.		625		59
Linear Technology Corp.		121		7
MasterCard, Inc. Class A		431		44
Microchip Technology, Inc.		99		6
Micron Technology, Inc.(2)		492		9
Microsoft Corp.		2,886		166
NVIDIA Corp.		189		13
Oracle Corp.		1,163		46
Paychex, Inc.		136		8
PayPal Holdings, Inc.(2)		492		20
Qorvo, Inc.(2)		41		2
QUALCOMM, Inc.		649		44
Red Hat, Inc.(2)		73		6
salesforce.com, Inc.(2)		810		58
Skyworks Solutions, Inc.		101		8
Symantec Corp.		270		7
Texas Instruments, Inc.		463		32
Total System Services, Inc.		73		3
VeriSign, Inc.(2)		20		2
Verisk Analytics, Inc.(2)		671		55
Visa, Inc. Class A		837		69
Western Union Co. (The)		214		4
Xerox Corp.		444		4
Xilinx, Inc.		123		7
Yahoo!, Inc.(2)		226		10
				1,947
Materials—6.0%
Alcoa, Inc.		22,122		224
Dow Chemical Co. (The)		1,806		94
Du Pont (E.I.) de Nemours & Co.		1,380		92
Eastman Chemical Co.		256		17
Ecolab, Inc.		535		65
International Flavors & Fragrances, Inc.		157		23
International Paper Co.		1,741		84

	SHARES		VALUE
Materials—continued
Martin Marietta Materials, Inc.		460	$	82
Newmont Mining Corp.		6,081		239
Nucor Corp.		4,161		206
PPG Industries, Inc.		543		56
Sealed Air Corp.		837		38
Sherwin-Williams Co. (The)		148		41
Vulcan Materials Co.		1,037		118
Westrock Co.		1,078		52
				1,431
Real Estate—4.1%
American Tower Corp.		482		55
Apartment Investment & Management Co. Class A		368		17
AvalonBay Communities, Inc.		351		62
Crown Castle International Corp.		385		36
Digital Realty Trust, Inc.		191		19
Equity Residential		978		63
Essex Property Trust, Inc.		161		36
Extra Space Storage, Inc.		149		12
Federal Realty Investment Trust		118		18
General Growth Properties, Inc.		1,048		29
HCP, Inc.		1,373		52
Iron Mountain, Inc.		205		8
Kimco Realty Corp.		683		20
Macerich Co. (The)		203		16
Prologis, Inc.		4,399		235
Public Storage		192		43
Realty Income Corp.		430		29
Simon Property Group, Inc.		520		108
UDR, Inc.		706		25
Ventas, Inc.		1,010		71
Weyerhaeuser Co.		949		30
				984
Telecommunication Services—0.8%
AT&T, Inc.		2,492		101
CenturyLink, Inc.		233		7
Frontier Communications Corp.		491		2
Verizon Communications, Inc.		1,639		85
				195
Utilities—1.8%
Ameren Corp.		258		13
American Electric Power Co., Inc.		277		18
CenterPoint Energy, Inc.		447		10
CMS Energy Corp.		285		12
Consolidated Edison, Inc.		306		23
Dominion Resources, Inc.		615		46
DTE Energy Co.		191		18
Duke Energy Corp.		398		32
Edison International		190		14
Entergy Corp.		114		9
Eversource Energy		198		11
Exelon Corp.		522		17
FirstEnergy Corp.		271		9
NextEra Energy, Inc.		257		31
NiSource, Inc.		332		8
PG&E Corp.		271		17
Pinnacle West Capital Corp.		72		5
PPL Corp.		357		12

	SHARES		VALUE
Utilities—continued
Public Service Enterprise Group, Inc.		537	$	23
SCANA Corp.		141		10
Sempra Energy		222		24
Southern Co.		529		27
WEC Energy Group, Inc.		325		19
XCEL Energy, Inc.		266		11
				419
TOTAL COMMON STOCKS (Identified Cost $12,522)				13,691
EXCHANGE-TRADED FUNDS(3)—42.0%
iShares MSCI Australia Index Fund		58,930		1,232
iShares MSCI Brazil Capped Index Fund		41,042		1,384
iShares MSCI Hong Kong Index Fund		58,212		1,281
iShares MSCI India Index Fund		42,038		1,236
iShares MSCI Japan Index Fund		95,090		1,193
iShares MSCI South Korea Capped Index Fund		22,605		1,314
iShares MSCI Switzerland Capped Index Fund		37,916		1,158
iShares MSCI Taiwan Index Fund		78,821		1,238
TOTAL EXCHANGE-TRADED FUNDS (Identified Cost $9,088)				10,036
TOTAL LONG TERM INVESTMENTS—99.2%
(Identified Cost $21,610)				23,727
TOTAL INVESTMENTS—99.2% (Identified Cost $21,610)				23,727	(1)
Other assets and liabilities, net—0.8%				203
NET ASSETS—100.0%			$	23,930

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

⁽³⁾  Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

Country Weightings (Unaudited)†
United States	83	%
Korea	6
India	5
Taiwan	5
Ireland	1
Total	100	%
† % of total investments as of September 30, 2016

See Notes to Financial Statements

29

VIRTUS GLOBAL EQUITY TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	13,691	$	13,691
Exchange-Traded Funds		10,036		10,036
Total Investments	$	23,727	$	23,727

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

30

VIRTUS HERZFELD FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
CLOSED END FUNDS(3)—54.1%
Equity Funds—29.8%
Adams Diversified Equity Fund, Inc.		52,189	$	686
Adams Natural Resources Fund, Inc.		37,946		756
Allianzgi NFJ Dividend Interest & Premium Strategy Fund		57,707		729
Alpine Total Dynamic Dividend Fund		126,834		968
BlackRock Science & Technology Trust		122,284		2,278
Boulder Growth & Income Fund, Inc.		261,002		2,187
Gabelli Healthcare & WellnessRx Trust (The)		57,157		596
Gabelli Multimedia Trust, Inc.		36,000		277
General American Investors Co., Inc.		29,765		972
Liberty All Star Equity Fund		183,754		952
Salient Midstream & MLP Fund		115,986		1,471
Special Opportunities Fund, Inc.		2,824		73
Tortoise Pipeline & Energy Fund, Inc.		74,979		1,588
Tri-Continental Corp.		24,736		529
				14,062
Fixed Income Funds—6.5%
NexPoint Credit Strategies Fund		90,845		2,020
PIMCO Dynamic Credit Income Fund		50,240		1,024
				3,044
International Equity Funds—17.1%
Aberdeen Japan Equity Fund, Inc.		71,048		584
Alpine Global Dynamic Dividend Fund		105,759		920
Clough Global Opportunities Fund		40,477		391
Delaware Enhanced Global Dividend and Income Fund		18,872		191
First Trust Dynamic Europe Equity Income Fund		38,955		612
Japan Smaller Capitalization Fund, Inc.		56,954		602
New Germany Fund, Inc. (The)		45,240		649

	SHARES		VALUE
International Equity Funds—continued
Taiwan Fund, Inc. (The)(2)		10,400	$	180
Tekla Healthcare Opportunities Fund		123,203		2,154
Tekla World Healthcare Fund		106,990		1,569
Templeton Dragon Fund, Inc.		10,137		178
				8,030
International Fixed Income Fund—0.7%
Diversified Real Asset Income Fund		19,626		338
TOTAL CLOSED END FUNDS (Identified Cost $25,205)				25,474
PREFERRED STOCKS—25.4%
Financials—25.4%
Eagle Point Credit Co., Inc. 7.00%		152,396		3,889
Eagle Point Credit Co., Inc. Series A 7.75%		19,349		507
MVC Capital, Inc. 7.25%		84,231		2,127
Oxford Lane Capital Corp. 7.50%		61,456		1,577
Oxford Lane Capital Corp. 8.125%		150,730		3,881
TOTAL PREFERRED STOCKS (Identified Cost $11,614)				11,981
TOTAL LONG TERM INVESTMENTS—79.5%
(Identified Cost $36,819)				37,455
SHORT-TERM INVESTMENT—19.4%
Money Market Mutual Fund—19.4%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)(3)		9,167,116		9,167
TOTAL SHORT-TERM INVESTMENT (Identified Cost $9,167)				9,167
TOTAL INVESTMENTS—98.9% (Identified Cost $45,986)				46,622	(1)
Other assets and liabilities, net—1.1%				517
NET ASSETS—100.0%			$	47,139

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

⁽³⁾  Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Closed-End Funds	$	25,474	$	25,474
Preferred Stocks		11,981		11,981
Short-Term Investments		9,167		9,167
Total Investments	$	46,622	$	46,622

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

31

VIRTUS MULTI-ASSET TREND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—35.9%
Consumer Discretionary—8.4%
Advance Auto Parts, Inc.		661	$	99
Amazon.com, Inc.(2)		787		659
AutoNation, Inc.(2)		748		36
AutoZone, Inc.(2)		299		230
Best Buy Co., Inc.		20,240		773
CarMax, Inc.(2)		1,908		102
Chipotle Mexican Grill, Inc.(2)		135		57
Comcast Corp. Class A		8,601		571
Darden Restaurants, Inc.		460		28
Dollar General Corp.		2,232		156
Dollar Tree, Inc.(2)		1,894		150
Expedia, Inc.		275		32
Foot Locker, Inc.		937		63
Gap, Inc. (The)		1,495		33
Genuine Parts Co.		7,559		759
Hasbro, Inc.		3,965		315
Home Depot, Inc. (The)		4,076		525
Horton (D.R.), Inc.		6,505		196
Interpublic Group of Cos., Inc. (The)		15,114		338
L Brands, Inc.		1,854		131
Leggett & Platt, Inc.		3,538		161
Lennar Corp. Class A		3,545		150
LKQ Corp.(2)		9,377		333
Lowe’s Cos., Inc.		3,004		217
Mattel, Inc.		12,259		371
McDonald’s Corp.		2,675		309
Mohawk Industries, Inc.(2)		1,680		337
Netflix, Inc.(2)		948		93
Newell Brands, Inc.		11,217		591
NIKE, Inc. Class B		11,763		619
O’Reilly Automotive, Inc.(2)		914		256
Omnicom Group, Inc.		6,773		576
Priceline Group, Inc. (The)(2)		126		185
PulteGroup, Inc.		6,278		126
Ross Stores, Inc.		2,807		180
Starbucks Corp.		4,281		232
Target Corp.		4,896		336
TJX Cos., Inc. (The)		4,806		359
TripAdvisor, Inc.(2)		237		15
Urban Outfitters, Inc.(2)		523		18
Wynn Resorts Ltd.		8,304		809
Yum! Brands, Inc.		1,292		117
				11,643
Consumer Staples—4.8%
Altria Group, Inc.		4,928		312
Brown-Forman Corp. Class B		4,251		202
Campbell Soup Co.		880		48
Church & Dwight Co., Inc.		588		28
Clorox Co. (The)		335		42
Coca-Cola Co. (The)		8,247		349
Colgate-Palmolive Co.		1,866		138
ConAgra Foods, Inc.		1,947		92
Constellation Brands, Inc. Class A		3,600		599
CVS Health Corp.		2,871		255
Dr. Pepper Snapple Group, Inc.		453		41
General Mills, Inc.		2,502		160
Hershey Co. (The)		684		65
Hormel Foods Corp.		1,360		52
J.M. Smucker Co. (The)		353		48
Kellogg Co.		911		71

	SHARES		VALUE
Consumer Staples—continued
Kimberly-Clark Corp.		764	$	96
Kraft Heinz Co. (The)		2,421		217
McCormick & Co., Inc.		549		55
Mead Johnson Nutrition Co.		798		63
Molson Coors Brewing Co. Class B		8,460		929
Mondelez International, Inc. Class A		6,664		292
Monster Beverage Corp.(2)		316		46
PepsiCo, Inc.		3,020		328
Philip Morris International, Inc.		3,966		386
Procter & Gamble Co. (The)		5,525		496
Reynolds American, Inc.		3,343		158
Sysco Corp.		17,367		851
Tyson Foods, Inc. Class A		988		74
Walgreens Boots Alliance, Inc.		2,258		182
				6,675
Energy—0.6%
Marathon Petroleum Corp.		4,322		175
Phillips 66		3,911		315
Tesoro Corp.		964		77
Valero Energy Corp.		3,845		204
				771
Financials—1.7%
Allstate Corp. (The)		2,733		189
AON plc		2,685		302
CHUBB Ltd.		2,977		374
Cincinnati Financial Corp.		1,012		76
CME Group, Inc.		1,470		154
Four Corners Property Trust, Inc.		90		2
Intercontinental Exchange, Inc.		533		144
Marsh & McLennan Cos., Inc.		5,037		339
Moody’s Corp.		755		82
NASDAQ OMX Group, Inc. (The)		543		37
Progressive Corp. (The)		4,045		127
S&P Global, Inc.		1,159		147
Travelers Cos., Inc. (The)		1,973		226
Willis Towers Watson plc		1,305		173
XL Group Ltd.		2,037		68
				2,440
Health Care—3.2%
Abbott Laboratories		2,818		119
Aetna, Inc.		922		106
Agilent Technologies, Inc.		2,310		109
Allergan plc(2)		238		55
AmerisourceBergen Corp.		1,000		81
Anthem, Inc.		761		95
Bard (C.R.), Inc.		145		32
Baxter International, Inc.		947		45
Becton, Dickinson & Co.		433		78
Boston Scientific Corp.(2)		2,871		68
Bristol-Myers Squibb Co.		850		46
Cardinal Health, Inc.		1,648		128
Centene Corp.(2)		397		27
Cigna Corp.		719		94
Danaher Corp.		1,253		98
DENTSPLY SIRONA, Inc.		14,065		836
Edwards Lifesciences Corp.(2)		456		55
Eli Lilly & Co.		525		42

	SHARES		VALUE
Health Care—continued
Endo International plc(2)		138	$	3
Henry Schein, Inc.(2)		428		70
Hologic, Inc.(2)		389		15
Humana, Inc.		423		75
Illumina, Inc.(2)		1,000		182
Intuitive Surgical, Inc.(2)		81		59
Johnson & Johnson		1,382		163
Mallinckrodt plc(2)		73		5
McKesson Corp.		1,143		191
Medtronic plc		2,614		226
Merck & Co., Inc.		1,421		89
Mylan NV(2)		244		9
Patterson Cos., Inc.		442		20
PerkinElmer, Inc.		830		47
Perrigo Co. plc		94		9
Pfizer, Inc.		3,062		104
St. Jude Medical, Inc.		490		39
Stryker Corp.		643		75
Thermo Fisher Scientific, Inc.		2,637		419
UnitedHealth Group, Inc.		2,604		364
Varian Medical Systems, Inc.(2)		191		19
Waters Corp.(2)		526		83
Zimmer Biomet Holdings, Inc.		369		48
Zoetis, Inc.		256		13
				4,441
Industrials—4.1%
3M Co.		1,487		262
Allegion plc		4,434		306
Avery Dennison Corp.		1,028		80
Boeing Co. (The)		1,024		135
Cintas Corp.		7,928		893
Dover Corp.		1,008		74
Dun & Bradstreet Corp. (The)		555		76
Equifax, Inc.		1,810		244
Flowserve Corp.		888		43
Fortive Corp.		678		34
General Dynamics Corp.		506		78
General Electric Co.		16,700		495
Honeywell International, Inc.		1,300		152
Illinois Tool Works, Inc.		1,948		233
Ingersoll-Rand plc		1,536		104
L-3 Communications Holdings, Inc.		144		22
Lockheed Martin Corp.		387		93
Masco Corp.		15,495		532
Nielsen Holdings plc		5,562		298
Northrop Grumman Corp.		294		63
Parker Hannifin Corp.		826		104
Pentair plc		1,013		65
Raytheon Co.		550		75
Republic Services, Inc.		3,946		199
Rockwell Collins, Inc.		164		14
Roper Technologies, Inc.		241		44
Snap-On, Inc.		351		53
Stanley Black & Decker, Inc.		892		110
Stericycle, Inc.(2)		1,402		112
Textron, Inc.		402		16
TransDigm Group, Inc.(2)		109		31
United Technologies Corp.		1,314		133
Waste Management, Inc.		6,700		427
Xylem, Inc.		1,008		53
				5,653

See Notes to Financial Statements

32

VIRTUS MULTI-ASSET TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Information Technology—4.9%
Activision Blizzard, Inc.		6,622	$	293
Adobe Systems, Inc.(2)		2,530		275
Akamai Technologies, Inc.(2)		460		24
Alliance Data Systems Corp.(2)		91		20
Alphabet, Inc. Class A(2)		460		370
Alphabet, Inc. Class C(2)		480		373
Amphenol Corp. Class A		5,839		379
Analog Devices, Inc.		444		29
Applied Materials, Inc.		15,232		459
Autodesk, Inc.(2)		1,108		80
Automatic Data Processing, Inc.		571		50
Broadcom Ltd.		580		100
CA, Inc.		669		22
Citrix Systems, Inc.(2)		858		73
Corning, Inc.		20,600		487
eBay, Inc.(2)		2,426		80
Electronic Arts, Inc.(2)		4,074		348
Facebook, Inc. Class A(2)		2,071		266
Fidelity National Information Services, Inc.		349		27
First Solar, Inc.(2)		224		9
Fiserv, Inc.(2)		288		29
Global Payments, Inc.		194		15
Intel Corp.		7,339		277
Intuit, Inc.		1,403		154
KLA-Tencor Corp.		2,546		177
Lam Research Corp.		2,154		204
Linear Technology Corp.		310		18
MasterCard, Inc. Class A		1,121		114
Microchip Technology, Inc.		287		18
Micron Technology, Inc.(2)		1,180		21
Microsoft Corp.		10,265		591
NVIDIA Corp.		711		49
Oracle Corp.		5,179		203
Paychex, Inc.		391		23
PayPal Holdings, Inc.(2)		1,307		54
Qorvo, Inc.(2)		271		15
QUALCOMM, Inc.		2,194		150
Red Hat, Inc.(2)		245		20
salesforce.com, Inc.(2)		3,235		231
Skyworks Solutions, Inc.		338		26
Symantec Corp.		868		22
Texas Instruments, Inc.		1,495		105
Total System Services, Inc.		240		11
VeriSign, Inc.(2)		160		12
Verisk Analytics, Inc.(2)		2,396		195
Visa, Inc. Class A		2,230		184
Western Union Co. (The)		634		13
Xerox Corp.		1,141		12
Xilinx, Inc.		287		16
Yahoo!, Inc.(2)		2,126		92
				6,815
Materials—3.6%
Alcoa, Inc.(2)		67,810		688
Dow Chemical Co. (The)		6,168		320
Du Pont (E.I.) de Nemours & Co.		4,925		330
Eastman Chemical Co.		851		58
Ecolab, Inc.		1,421		173
International Flavors & Fragrances, Inc.		444		63
International Paper Co.		4,616		221
Martin Marietta Materials, Inc.		1,993		357

	SHARES		VALUE
Materials—continued
Newmont Mining Corp.		29,564	$	1,161
Nucor Corp.		14,400		712
PPG Industries, Inc.		1,448		150
Sealed Air Corp.		2,200		101
Sherwin-Williams Co. (The)		426		118
Vulcan Materials Co.		4,021		457
Westrock Co.		2,882		140
				5,049
Real Estate—3.0%
American Tower Corp.		1,889		214
Apartment Investment & Management Co. Class A		1,343		62
AvalonBay Communities, Inc.		1,195		212
Crown Castle International Corp.		1,494		141
Digital Realty Trust, Inc.		539		52
Equinix, Inc.		316		114
Equity Residential		3,175		204
Essex Property Trust, Inc.		584		130
Extra Space Storage, Inc.		658		52
Federal Realty Investment Trust		723		111
General Growth Properties, Inc.		5,480		151
HCP, Inc.		4,844		184
Iron Mountain, Inc.		923		35
Kimco Realty Corp.		3,646		106
Macerich Co. (The)		1,148		93
Prologis, Inc.		15,051		806
Public Storage		664		148
Realty Income Corp.		2,327		156
Simon Property Group, Inc.		2,229		461
UDR, Inc.		2,173		78
Ventas, Inc.		3,654		258
Welltower, Inc.		3,837		287
Weyerhaeuser Co.		3,627		116
				4,171
Telecommunication Services—0.5%
AT&T, Inc.		8,967		364
CenturyLink, Inc.		964		26
Frontier Communications Corp.		2,835		12
Verizon Communications, Inc.		5,732		298
				700
Utilities—1.1%
Ameren Corp.		905		45
American Electric Power Co., Inc.		1,105		71
CenterPoint Energy, Inc.		1,544		36
CMS Energy Corp.		1,064		45
Consolidated Edison, Inc.		979		74
Dominion Resources, Inc.		2,124		158
DTE Energy Co.		654		61
Duke Energy Corp.		1,583		127
Edison International		661		48
Entergy Corp.		396		30
Eversource Energy		772		42
Exelon Corp.		2,301		77
FirstEnergy Corp.		849		28
NextEra Energy, Inc.		1,066		130
NiSource, Inc.		1,317		32
PG&E Corp.		1,691		103
Pinnacle West Capital Corp.		246		19

	SHARES		VALUE
Utilities—continued
PPL Corp.		1,517	$	52
Public Service Enterprise Group, Inc.		1,673		70
SCANA Corp.		449		32
Sempra Energy		860		92
Southern Co.		2,171		111
WEC Energy Group, Inc.		992		59
XCEL Energy, Inc.		1,097		45
				1,587
TOTAL COMMON STOCKS (Identified Cost $45,429)				49,945
EXCHANGE-TRADED FUNDS(3)—60.3%
iShares 20+ Year Treasury Bond Fund		116,417		16,008
iShares Dow Jones U.S. Real Estate Index Fund		54,682		4,410
iShares iBoxx $ High Yield Corporate Bond Index Fund		91,923		8,021
iShares iBoxx $ Investment Grade Corporate Bond Fund		64,621		7,960
iShares JPMorgan Emerging Markets Bond Index Fund		70,922		8,313
iShares MSCI Australia Index Fund		205,773		4,301
iShares MSCI Brazil Capped Index Fund		145,084		4,894
iShares MSCI Hong Kong Index Fund		196,616		4,327
iShares MSCI India Index Fund		141,844		4,172
iShares MSCI Japan Index Fund		340,280		4,267
iShares MSCI South Korea Capped Index Fund		74,321		4,320
iShares MSCI Switzerland Capped Index Fund		135,679		4,145
iShares MSCI Taiwan Index Fund		282,122		4,429
PowerShares DB Gold Fund(2)		105,651		4,500
TOTAL EXCHANGE-TRADED FUNDS (Identified Cost $77,169)				84,067
TOTAL LONG TERM INVESTMENTS—96.2%
(Identified Cost $122,598)				134,012
TOTAL INVESTMENTS—96.2% (Identified Cost $122,598)				134,012	(1)
Other assets and liabilities, net—3.8%				5,270
NET ASSETS—100.0%			$	139,282

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

⁽³⁾  Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

See Notes to Financial Statements

33

VIRTUS MULTI-ASSET TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	49,945	$	49,945
Exchange-Traded Funds		84,067		84,067
Total Investments	$	134,012	$	134,012

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

34

VIRTUS SECTOR TREND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—99.1%
Consumer Discretionary—15.1%
Advance Auto Parts, Inc.		1,914	$	285
Amazon.com, Inc.(2)		10,109		8,464
AutoNation, Inc.(2)		1,714		84
AutoZone, Inc.(2)		758		582
Bed Bath & Beyond, Inc.		3,964		171
Best Buy Co., Inc.		7,110		271
BorgWarner, Inc.		5,163		182
CarMax, Inc.(2)		4,958		265
Carnival Corp.		11,107		542
CBS Corp. Class B		10,565		578
Charter Communications, Inc. Class A(2)		5,657		1,527
Chipotle Mexican Grill, Inc.(2)		756		320
Coach, Inc.		7,149		261
Comcast Corp. Class A		62,259		4,130
Darden Restaurants, Inc.		3,249		199
Delphi Automotive plc		7,013		500
Discovery Communications, Inc. Class A(2)		3,896		105
Discovery Communications, Inc. Class C(2)		5,776		152
Dollar General Corp.		6,721		470
Dollar Tree, Inc.(2)		6,074		479
Expedia, Inc.		3,138		366
Foot Locker, Inc.		3,495		237
Ford Motor Co.		100,559		1,214
Gap, Inc. (The)		5,609		125
Garmin Ltd.		2,982		144
General Motors Co.		36,585		1,162
Genuine Parts Co.		3,837		385
Goodyear Tire & Rubber Co. (The)		6,794		219
H&R Block, Inc.		5,664		131
Hanesbrands, Inc.		9,823		248
Harley-Davidson, Inc.		4,681		246
Harman International Industries, Inc.		1,803		152
Hasbro, Inc.		2,938		233
Home Depot, Inc. (The)		32,010		4,119
Horton (D.R.), Inc.		8,827		267
Interpublic Group of Cos., Inc. (The)		10,320		231
Johnson Controls International plc		24,397		1,135
Kohl’s Corp.		4,614		202
L Brands, Inc.		6,238		442
Leggett & Platt, Inc.		3,505		160
Lennar Corp. Class A		4,877		207
LKQ Corp.(2)		7,957		282
Lowe’s Cos., Inc.		22,784		1,645
Macy’s, Inc.		7,866		291
Marriott International, Inc. Class A		8,288		558
Mattel, Inc.		8,927		270
McDonald’s Corp.		22,082		2,547
Michael Kors Holdings Ltd.(2)		4,420		207
Mohawk Industries, Inc.(2)		1,633		327
Netflix, Inc.(2)		11,040		1,088
Newell Brands, Inc.		12,431		655
News Corp. Class A		9,835		138
News Corp. Class B		3,086		44
NIKE, Inc. Class B		34,650		1,824

	SHARES		VALUE
Consumer Discretionary—continued
Nordstrom, Inc.		3,010	$	156
O’Reilly Automotive, Inc.(2)		2,457		688
Omnicom Group, Inc.		6,088		518
Phillips-Van Heusen Corp.		2,027		224
Priceline Group, Inc. (The)(2)		1,289		1,897
PulteGroup, Inc.		8,022		161
Ralph Lauren Corp.		1,452		147
Ross Stores, Inc.		10,222		657
Royal Caribbean Cruises Ltd.		4,319		324
Scripps Networks Interactive, Inc. Class A		2,477		157
Signet Jewelers Ltd.		1,964		146
Staples, Inc.		16,735		143
Starbucks Corp.		37,640		2,038
Target Corp.		14,843		1,019
TEGNA, Inc.		5,545		121
Tiffany & Co.		2,752		200
Time Warner, Inc.		19,958		1,589
TJX Cos., Inc. (The)		16,916		1,265
Tractor Supply Co.		3,499		236
TripAdvisor, Inc.(2)		2,947		186
Twenty-First Century Fox, Inc. Class A		27,452		665
Twenty-First Century Fox, Inc. Class B		12,549		311
Ulta Salon Cosmetics & Fragrance, Inc.(2)		1,512		360
Under Armour, Inc. Class A(2)		4,748		184
Under Armour, Inc. Class C(2)		4,780		162
Urban Outfitters, Inc.(2)		2,308		80
VF Corp.		8,500		476
Viacom, Inc. Class B		9,026		344
Walt Disney Co. (The)		37,743		3,505
Whirlpool Corp.		1,941		315
Wyndham Worldwide Corp.		2,852		192
Wynn Resorts Ltd.		2,122		207
Yum! Brands, Inc.		9,534		866
				60,607
Consumer Staples—19.7%
Altria Group, Inc.		75,428		4,769
Archer-Daniels-Midland Co.		26,969		1,137
Brown-Forman Corp. Class B		9,054		430
Campbell Soup Co.		10,731		587
Church & Dwight Co., Inc.		10,974		526
Clorox Co. (The)		6,465		809
Coca-Cola Co. (The)		165,372		6,999
Colgate-Palmolive Co.		39,117		2,900
ConAgra Foods, Inc.		20,625		972
Constellation Brands, Inc. Class A		11,378		1,894
Costco Wholesale Corp.		19,337		2,949
Coty, Inc. Class A		2,953		69
CVS Health Corp.		46,391		4,128
Dr. Pepper Snapple Group, Inc.		9,266		846
Estee Lauder Cos., Inc. (The) Class A		10,653		943
General Mills, Inc.		27,159		1,735
Hershey Co. (The)		6,910		661
Hormel Foods Corp.		16,322		619
J.M. Smucker Co. (The)		5,957		807
Kellogg Co.		12,174		943
Kimberly-Clark Corp.		16,132		2,035

	SHARES		VALUE
Consumer Staples—continued
Kraft Heinz Co.(The)		25,475	$	2,280
Kroger Co. (The)		45,709		1,357
McCormick & Co., Inc.		6,049		604
Mead Johnson Nutrition Co.		8,600		680
Molson Coors Brewing Co. Class B		9,942		1,092
Mondelez International, Inc. Class A		62,324		2,736
Monster Beverage Corp.(2)		6,598		969
PepsiCo, Inc.		34,976		3,804
Philip Morris International, Inc.		66,257		6,442
Procter & Gamble Co. (The)		113,332		10,172
Reynolds American, Inc.		39,323		1,854
Sysco Corp.		23,813		1,167
Tyson Foods, Inc. Class A		16,584		1,238
Wal-Mart Stores, Inc.		63,770		4,599
Walgreens Boots Alliance, Inc.		38,618		3,113
Whole Foods Market, Inc.		15,045		427
				79,292
Energy—5.1%
Anadarko Petroleum Corp.		8,586		544
Apache Corp.		6,378		407
Baker Hughes, Inc.		8,407		424
Cabot Oil & Gas Corp.		15,076		389
Chesapeake Energy Corp.(2)		12,733		80
Chevron Corp.		28,389		2,922
Cimarex Energy Co.		1,380		185
Concho Resources, Inc.(2)		2,068		284
ConocoPhillips		13,436		584
Devon Energy Corp.		8,829		390
EOG Resources, Inc.		9,754		943
EQT Corp.		2,542		185
Exxon Mobil Corp.		41,065		3,584
FMC Technologies, Inc.(2)		5,986		178
Halliburton Co.		15,260		685
Helmerich & Payne, Inc.		1,567		106
Hess Corp.		4,889		262
Kinder Morgan, Inc.		28,159		651
Marathon Oil Corp.		14,610		231
Marathon Petroleum Corp.		7,702		313
Murphy Oil Corp.		3,172		96
National Oilwell Varco, Inc.		7,055		259
Newfield Exploration Co.(2)		2,854		124
Noble Energy, Inc.		8,571		306
Occidental Petroleum Corp.		9,799		715
ONEOK, Inc.		3,086		159
Phillips 66		6,455		520
Pioneer Natural Resources Co.		5,655		1,050
Range Resources Corp.		4,545		176
Schlumberger Ltd.		21,238		1,670
Southwestern Energy Co.(2)		9,375		130
Spectra Energy Corp.		13,660		584
Tesoro Corp.		5,394		429
Transocean Ltd.(2)		5,073		54
Valero Energy Corp.		9,252		490
Williams Cos., Inc. (The)		14,035		431
				20,540
Financials—5.0%
Affiliated Managers Group, Inc.(2)		443		64
Aflac, Inc.		3,362		242
Allstate Corp. (The)		3,035		210

See Notes to Financial Statements

35

VIRTUS SECTOR TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Financials—continued
American Express Co.		6,344	$	406
American International Group, Inc.		8,371		497
Ameriprise Financial, Inc.		1,337		133
AON plc		2,169		244
Assurant, Inc.		491		45
Bank of America Corp.		83,612		1,308
Bank of New York Mellon Corp. (The)		8,843		353
BB&T Corp.		6,693		252
Berkshire Hathaway, Inc. Class B(2)		15,623		2,257
BlackRock, Inc.		997		361
Capital One Financial Corp.		4,169		299
Charles Schwab Corp. (The)		9,932		314
CHUBB Ltd.		3,797		477
Cincinnati Financial Corp.		1,224		92
Citigroup, Inc.		23,970		1,132
Citizens Financial Group, Inc.		4,284		106
CME Group, Inc.		2,760		288
Comerica, Inc.		1,429		68
Discover Financial Services		3,317		188
E*Trade Financial Corp.(2)		2,244		65
Fifth Third Bancorp		6,278		128
Franklin Resources, Inc.		2,922		104
Gallagher (Arthur J.) & Co.		1,445		73
Goldman Sachs Group, Inc. (The)		3,105		501
Hartford Financial Services Group, Inc. (The)		3,171		136
Huntington Bancshares, Inc.		8,984		89
Intercontinental Exchange, Inc.		972		262
Invesco Ltd.		3,409		107
JPMorgan Chase & Co.		29,806		1,985
KeyCorp		8,960		109
Legg Mason, Inc.		763		26
Leucadia National Corp.		2,656		51
Lincoln National Corp.		1,945		91
Loews Corp.		2,280		94
M&T Bank Corp.		1,288		149
Marsh & McLennan Cos., Inc.		4,246		286
MetLife, Inc.		9,091		404
Moody’s Corp.		1,369		148
Morgan Stanley		12,099		388
NASDAQ OMX Group, Inc. (The)		925		62
Navient Corp.		2,618		38
Northern Trust Corp.		1,759		120
People’s United Financial, Inc.		2,567		41
PNC Financial Services Group, Inc. (The)		4,054		365
Principal Financial Group, Inc.		2,215		114
Progressive Corp. (The)		4,713		148
Prudential Financial, Inc.		3,611		295
Regions Financial Corp.		10,318		102
S&P Global, Inc.		2,163		274
SL Green Realty Corp.		3,513		380
State Street Corp.		3,027		211
SunTrust Banks, Inc.		4,129		181
Synchrony Financial		6,511		182
T. Rowe Price Group, Inc.		2,053		136
Torchmark Corp.		917		59
Travelers Cos., Inc. (The)		2,353		269
U.S. Bancorp		13,236		568
Unum Group		1,950		69

	SHARES		VALUE
Financials—continued
Wells Fargo & Co.		37,553	$	1,663
Willis Towers Watson plc		1,068		142
XL Group Ltd.		2,260		76
Zions Bancorp		1,693		52
				20,079
Health Care—14.7%
Abbott Laboratories		26,612		1,125
AbbVie, Inc.		34,637		2,185
Aetna, Inc.		7,683		887
Agilent Technologies, Inc.		7,034		331
Alexion Pharmaceuticals, Inc.(2)		4,769		584
Allergan plc		8,902		2,050
AmerisourceBergen Corp.		4,017		324
Amgen, Inc.		15,973		2,664
Anthem, Inc.		5,726		718
Bard (C.R.), Inc.		1,651		370
Baxter International, Inc.		10,578		504
Becton, Dickinson & Co.		4,648		835
Biogen, Inc.(2)		4,775		1,495
Boston Scientific Corp.(2)		29,124		693
Bristol-Myers Squibb Co.		35,789		1,930
Cardinal Health, Inc.		6,862		533
Celgene Corp.(2)		16,534		1,728
Centene Corp.(2)		3,638		244
Cerner Corp.(2)		6,399		395
Cigna Corp.		5,650		736
Cooper Cos, Inc. (The)		1,035		186
Danaher Corp.		12,947		1,015
DaVita HealthCare Partners, Inc.(2)		3,518		232
DENTSPLY SIRONA, Inc.		5,020		298
Edwards Lifesciences Corp.(2)		4,570		551
Eli Lilly & Co.		20,721		1,663
Endo International plc(2)		4,215		85
Express Scripts Holding Co.(2)		14,177		1,000
Gilead Sciences, Inc.		28,122		2,225
HCA Holdings, Inc.(2)		6,327		479
Henry Schein, Inc.(2)		1,739		283
Hologic, Inc.(2)		5,937		231
Humana, Inc.		3,441		609
Illumina, Inc.(2)		3,128		568
Intuitive Surgical, Inc.(2)		825		598
Johnson & Johnson		58,251		6,881
Laboratory Corporation of America Holdings(2)		2,173		299
Mallinckrodt plc(2)		2,307		161
McKesson Corp.		4,960		827
Medtronic plc		29,521		2,551
Merck & Co., Inc.		59,176		3,693
Mettler-Toledo International, Inc.(2)		571		240
Mylan NV(2)		9,832		375
Patterson Cos., Inc.		1,780		82
PerkinElmer, Inc.		2,329		131
Perrigo Co. plc		3,043		281
Pfizer, Inc.		129,431		4,384
Quest Diagnostics, Inc.		3,076		260
Regeneron Pharmaceuticals, Inc.(2)		1,608		646
St. Jude Medical, Inc.		6,252		499
Stryker Corp.		6,753		786
Thermo Fisher Scientific, Inc.		8,390		1,335

	SHARES		VALUE
Health Care—continued
UnitedHealth Group, Inc.		20,484	$	2,868
Universal Health Services, Inc. Class B		1,908		235
Varian Medical Systems, Inc.(2)		2,000		199
Vertex Pharmaceuticals, Inc.(2)		5,279		460
Waters Corp.(2)		1,734		275
Zimmer Biomet Holdings, Inc.		4,322		562
Zoetis, Inc.		10,619		552
				58,936
Industrials—5.1%
3M Co.		6,650		1,172
Acuity Brands, Inc.		472		125
Alaska Air Group, Inc.		1,323		87
Allegion plc		1,027		71
American Airlines Group, Inc.		5,710		209
Ametek, Inc.		2,501		120
Avery Dennison Corp.		3,544		276
Boeing Co. (The)		6,493		855
Caterpillar, Inc.		6,634		589
Cintas Corp.		1,102		124
CSX Corp.		12,111		369
Cummins, Inc.		3,044		390
Deere & Co.		3,432		293
Delta Air Lines, Inc.		8,067		318
Dover Corp.		2,014		148
Dun & Bradstreet Corp. (The)		392		54
Eaton Corp. plc		5,988		393
Emerson Electric Co.		7,309		398
Equifax, Inc.		1,756		236
Expeditors International of Washington, Inc.		1,933		100
Fastenal Co.		3,133		131
FedEx Corp.		2,810		491
Flowserve Corp.		1,392		67
Fluor Corp.		2,180		112
Fortive Corp.		3,634		185
Fortune Brands Home & Security, Inc.		1,662		97
General Dynamics Corp.		3,361		522
General Electric Co.		70,701		2,094
Honeywell International, Inc.		8,627		1,006
Hunt (JB) Transport Services, Inc.		935		76
Illinois Tool Works, Inc.		3,640		436
Ingersoll-Rand plc		2,769		188
Jacobs Engineering Group, Inc.(2)		1,317		68
Kansas City Southern		1,161		108
L-3 Communications Holdings, Inc.		824		124
Lockheed Martin Corp.		2,859		685
Masco Corp.		3,966		136
Nielsen Holdings plc		3,593		192
Norfolk Southern Corp.		3,672		356
Northrop Grumman Corp.		2,051		439
PACCAR, Inc.		4,339		255
Parker Hannifin Corp.		1,815		228
Pentair plc		1,770		114
Pitney Bowes, Inc.		2,282		41
Quanta Services, Inc.(2)		1,621		45
Raytheon Co.		3,448		469
Republic Services, Inc.		2,492		126
Robert Half International, Inc.		1,967		74

See Notes to Financial Statements

36

VIRTUS SECTOR TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Industrials—continued
Robinson (C.H.) Worldwide, Inc.		1,526	$	108
Rockwell Automation, Inc.		1,809		221
Rockwell Collins, Inc.		1,798		152
Roper Technologies, Inc.		1,090		199
Ryder System, Inc.		1,036		68
Snap-On, Inc.		620		94
Southwest Airlines Co.		7,293		284
Stanley Black & Decker, Inc.		1,614		199
Stericycle, Inc.(2)		911		73
Textron, Inc.		3,592		143
TransDigm Group, Inc.(2)		532		154
Union Pacific Corp.		9,695		946
United Continental Holdings, Inc.(2)		3,132		164
United Parcel Service, Inc. Class B		7,533		824
United Rentals, Inc.(2)		935		73
United Technologies Corp.		8,756		890
W.W. Grainger, Inc.		815		183
Waste Management, Inc.		4,726		301
Xylem, Inc.		1,919		101
				20,369
Information Technology—4.5%
Accenture plc Class A		2,789		341
Activision Blizzard, Inc.		3,117		138
Adobe Systems, Inc.(2)		2,245		244
Akamai Technologies, Inc.(2)		824		44
Alliance Data Systems Corp.(2)		274		59
Alphabet, Inc. Class A(2)		1,309		1,052
Alphabet, Inc. Class C(2)		1,313		1,021
Amphenol Corp. Class A		1,412		92
Analog Devices, Inc.		1,420		91
Apple, Inc.		24,012		2,715
Applied Materials, Inc.		4,862		147
Autodesk, Inc.(2)		905		65
Automatic Data Processing, Inc.		2,061		182
Broadcom Ltd.		1,780		307
CA, Inc.		1,492		49
Cisco Systems, Inc.		22,640		718
Citrix Systems, Inc.(2)		724		62
Cognizant Technology Solutions Corp. Class A(2)		2,761		132
Corning, Inc.		4,702		111
CSRA, Inc.		766		21
eBay, Inc.(2)		4,772		157
Electronic Arts, Inc.(2)		1,371		117
F5 Networks, Inc.(2)		318		40
Facebook, Inc. Class A(2)		10,228		1,312
Fidelity National Information Services, Inc.		1,511		116
First Solar, Inc.(2)		402		16
Fiserv, Inc.(2)		1,005		100
FLIR Systems, Inc.		689		22
Global Payments, Inc.		728		56
Harris Corp.		586		54
Hewlett Packard Enterprise Co.		7,482		170
HP Inc.		7,749		120
Intel Corp.		20,474		773
International Business Machines Corp.		3,888		618
Intuit, Inc.		1,116		123
Juniper Networks, Inc.		1,856		45

	SHARES		VALUE
Information Technology—continued
KLA-Tencor Corp.		740	$	52
Lam Research Corp.		740		70
Linear Technology Corp.		1,118		66
MasterCard, Inc. Class A		4,272		435
Microchip Technology, Inc.		1,004		62
Micron Technology, Inc.(2)		4,729		84
Microsoft Corp.		34,442		1,984
Motorola Solutions, Inc.		784		60
NetApp, Inc.		1,350		48
NVIDIA Corp.		2,415		165
Oracle Corp.		13,911		546
Paychex, Inc.		1,479		86
PayPal Holdings, Inc.(2)		5,074		208
Qorvo, Inc.(2)		626		35
QUALCOMM, Inc.		6,524		447
Red Hat, Inc.(2)		835		67
salesforce.com, Inc.(2)		2,891		206
Seagate Technology plc		1,433		55
Skyworks Solutions, Inc.		881		67
Symantec Corp.		2,800		70
TE Connectivity Ltd.		1,630		105
Teradata Corp.(2)		689		21
Texas Instruments, Inc.		4,486		315
Total System Services, Inc.		792		37
VeriSign, Inc.(2)		441		34
Verisk Analytics, Inc.(2)		1,686		137
Visa, Inc. Class A		8,392		694
Western Digital Corp.		1,281		75
Western Union Co. (The)		2,300		48
Xerox Corp.		4,060		41
Xilinx, Inc.		1,183		64
Yahoo!, Inc.(2)		3,958		171
				17,985
Materials—4.9%
Air Products & Chemicals, Inc.		6,674		1,003
Albemarle Corp.		4,150		355
Alcoa, Inc.(2)		50,875		516
Ball Corp.		6,767		555
CF Industries Holdings, Inc.		9,262		225
Dow Chemical Co. (The)		41,468		2,149
Du Pont (E.I.) de Nemours & Co.		32,234		2,159
Eastman Chemical Co.		5,788		392
Ecolab, Inc.		9,714		1,182
FMC Corp.		5,376		260
Freeport-McMoRan Copper & Gold, Inc.		46,823		508
International Flavors & Fragrances, Inc.		3,086		441
International Paper Co.		15,209		730
LyondellBasell Industries N.V. Class A		9,952		803
Martin Marietta Materials, Inc.		2,502		448
Monsanto Co.		16,125		1,648
Mosaic Co. (The)		13,727		336
Newmont Mining Corp.		20,842		819
Nucor Corp.		12,088		598
Owens-Illinois, Inc.(2)		7,586		139
PPG Industries, Inc.		9,847		1,018
Praxair, Inc.		10,512		1,270
Sealed Air Corp.		7,767		356
Sherwin-Williams Co. (The)		3,044		842
Vulcan Materials Co.		5,114		582

	SHARES		VALUE
Materials—continued
Westrock Co.		9,451	$	458
				19,792
Real Estate—4.9%
American Tower Corp.		14,850		1,683
Apartment Investment & Management Co. Class A		5,488		252
AvalonBay Communities, Inc.		4,803		854
Boston Properties, Inc.		5,378		733
CBRE Group, Inc. Class A(2)		10,362		290
Crown Castle International Corp.		11,781		1,110
Digital Realty Trust, Inc.		5,157		501
Equinix, Inc.		2,496		899
Equity Residential		12,777		822
Essex Property Trust, Inc.		2,294		511
Extra Space Storage, Inc.		4,398		349
Federal Realty Investment Trust		2,483		382
General Growth Properties, Inc.		20,416		563
HCP, Inc.		16,351		620
Host Hotels & Resorts, Inc.		25,967		404
Iron Mountain, Inc.		8,548		321
Kimco Realty Corp.		14,701		426
Macerich Co. (The)		4,220		341
Prologis, Inc.		18,445		988
Public Storage		5,199		1,160
Realty Income Corp.		9,056		606
Simon Property Group, Inc.		10,947		2,266
UDR, Inc.		9,358		337
Ventas, Inc.		12,273		867
Vornado Realty Trust		6,013		609
Welltower, Inc.		12,515		936
Weyerhaeuser Co.		26,259		839
				19,669
Telecommunication Services—0.5%
AT&T, Inc.		27,390		1,112
CenturyLink, Inc.		2,519		69
Frontier Communications Corp.		6,012		25
Level 3 Communications, Inc.(2)		1,347		63
Verizon Communications, Inc.		14,935		776
				2,045
Utilities—19.6%
AES Corp.		85,331		1,097
Alliant Energy Corp.		29,105		1,115
Ameren Corp.		31,235		1,536
American Electric Power Co., Inc.		63,406		4,071
American Water Works Co., Inc.		22,740		1,702
CenterPoint Energy, Inc.		55,687		1,294
CMS Energy Corp.		36,521		1,534
Consolidated Edison, Inc.		39,126		2,946
Dominion Resources, Inc.		80,004		5,942
DTE Energy Co.		23,152		2,169
Duke Energy Corp.		81,651		6,535
Edison International		41,798		3,020
Entergy Corp.		22,896		1,757
Eversource Energy		40,762		2,208
Exelon Corp.		118,205		3,935
FirstEnergy Corp.		54,622		1,807
NextEra Energy, Inc.		59,922		7,330
NiSource, Inc.		41,681		1,005

See Notes to Financial Statements

37

VIRTUS SECTOR TREND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Utilities—continued
NRG Energy, Inc.		41,140	$	461
PG&E Corp.		64,167		3,925
Pinnacle West Capital Corp.		14,560		1,106
PPL Corp.		87,090		3,011
Public Service Enterprise Group, Inc.		64,888		2,717
SCANA Corp.		18,280		1,323
Sempra Energy		32,117		3,443
Southern Co.		125,207		6,423
WEC Energy Group, Inc.		40,417		2,420
XCEL Energy, Inc.		65,660		2,701
				78,533
TOTAL COMMON STOCKS (Identified Cost $375,117)				397,847
TOTAL LONG TERM INVESTMENTS—99.1%
(Identified Cost $375,117)				397,847
TOTAL INVESTMENTS—99.1% (Identified Cost $375,117)				397,847	(1)
Other assets and liabilities, net—0.9%				3,712
NET ASSETS—100.0%			$	401,559

Footnote Legend:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	397,847	$	397,847
Total Investments	$	397,847	$	397,847

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

38

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

	Alternatives Diversifier Fund			Equity Trend Fund			Global Equity Trend Fund
Assets
Investment in unaffiliated securities at value(1)	$	29,039		$	944,772		$	23,727
Investments in affiliated funds at value(2)		29,302			—			—
Cash		300			—			226
Receivables
Investment securities sold		—			15,507			—
Fund shares sold		83			191			12
Dividends and interest receivable		—	(3)		1,541			23
Prepaid trustee retainer		1			22			1
Prepaid expenses		23			49			18
Other assets		1			13			—	(3)
Total assets		58,749			962,095			24,007
Liabilities
Cash overdraft		—			1,885			—
Payables
Fund shares repurchased		119			6,708			14
Investment advisory fees		—			822			20
Distribution and service fees		20			414			11
Administration fees		6			99			3
Transfer agent fees and expenses		18			198			7
Trustees’ fees and expenses		1			10			—	(3)
Professional fees		19			28			18
Trustee deferred compensation plan		1			13			—	(3)
Other accrued expenses		6			134			4
Total liabilities		190			10,311			77
Net Assets	$	58,559		$	951,784		$	23,930
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	127,270		$	1,465,643		$	36,349
Accumulated undistributed net investment income (loss)		316			(1,663	)		(207	)
Accumulated undistributed net realized gain (loss)		(79,301	)		(598,813	)		(14,328	)
Net unrealized appreciation (depreciation) on investments		10,274			86,617			2,116
Net Assets	$	58,559		$	951,784		$	23,930
Class A
Net asset value (net assets/shares outstanding) per share	$	10.89		$	12.23		$	9.94
Maximum offering price per share NAV/(1–5.75%)	$	11.55		$	12.98		$	10.55
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,760,761			20,041,186			840,123
Net Assets	$	19,171		$	245,109		$	8,351
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	10.73		$	11.88		$	9.69
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,826,873			35,663,123			1,162,279
Net Assets	$	19,611		$	423,675		$	11,267
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	10.89		$	12.31		$	10.00
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,815,229			22,978,762			431,008
Net Assets	$	19,777		$	282,818		$	4,312
Class R6
Net asset value (net assets/shares outstanding) and offering price per share	$	—		$	12.34		$	—
Shares of beneficial interest outstanding, no par value, unlimited authorization		—			14,720			—
Net Assets	$	—		$	182		$	—
(1) Investment in unaffiliated securities at cost	$	27,522		$	858,155		$	21,610
(2) Investment in affiliated funds at cost	$	20,545		$	—		$	—
(3) Amount is less than $500.

See Notes to Financial Statements

39

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

	Herzfeld Fund			Multi-Asset Trend Fund			Sector Trend Fund
Assets
Investment in securities at value(1)	$	46,622		$	134,012		$	397,847
Cash		750			5,173			4,706
Receivables
Investment securities sold		65			1,432			40,527
Fund shares sold		83			25			587
Dividends and interest receivable		50			85			803
Prepaid trustee retainer		1			3			9
Prepaid expenses		32			20			36
Other assets		1			2			5
Total assets		47,604			140,752			444,520
Liabilities
Payables
Fund shares repurchased		90			1,199			1,765
Investment securities purchased		289			—			40,697
Investment advisory fees		29			118			150
Distribution and service fees		14			75			165
Administration fees		5			15			41
Transfer agent fees and expenses		13			28			81
Trustees’ fees and expenses		1			1			4
Professional fees		19			18			19
Trustee deferred compensation plan		1			2			5
Other accrued expenses		4			14			34
Total liabilities		465			1,470			42,961
Net Assets	$	47,139		$	139,282		$	401,559
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	48,009		$	163,588		$	442,248
Accumulated undistributed net investment income (loss)		5			(529	)		2,144
Accumulated undistributed net realized gain (loss)		(1,511	)		(35,191	)		(65,564	)
Net unrealized appreciation (depreciation) on investments		636			11,414			22,731
Net Assets	$	47,139		$	139,282		$	401,559
Class A
Net asset value (net assets/shares outstanding) per share	$	10.92		$	10.31		$	11.29
Maximum offering price per share NAV/(1–5.75%)	$	11.59		$	10.94		$	11.98
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,012,667			2,890,104			11,639,415
Net Assets	$	11,060		$	29,798		$	131,389
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	10.88		$	10.10		$	11.04
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,430,483			8,018,321			15,146,948
Net Assets	$	15,568		$	80,962		$	167,265
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	10.94		$	10.34		$	11.28
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,874,859			2,757,612			9,121,404
Net Assets	$	20,511		$	28,522		$	102,905
(1) Investment in securities at cost	$	45,986		$	122,598		$	375,117

See Notes to Financial Statements

40

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

	Alternatives Diversifier Fund			Equity Trend Fund			Global Equity Trend Fund
Investment Income
Dividends	$	210		$	20,226		$	424
Dividends from affiliated funds		763			—			—
Interest		—			46			3
Total investment income		973			20,272			427
Expenses
Investment advisory fees		—			13,889			371
Service fees, Class A		50			933			31
Distribution and service fees, Class C		216			5,876			158
Administration fees		80			1,750			47
Transfer agent fees and expenses		123			1,872			62
Registration fees		46			198			47
Printing fees and expenses		20			377			12
Custodian fees		7			50			2
Professional fees		23			42			19
Trustees’ fees and expenses		6			134			3
Miscellaneous expenses		7			131			6
Total expenses		578			25,252			758
Less expenses reimbursed and/or waived by investment adviser		—			(1,475	)		(7	)
Earnings credit from custodian		(1	)		—			—
Low balance account fees		—	(1)		—	(1)		—
Net expenses		577			23,777			751
Net investment income (loss)		396			(3,505	)		(324	)
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		(3,160	)		(51,631	)		(1,741	)
Net realized gain (loss) on affiliated investments		3,486			—			—
Capital gain distributions from affiliated funds		1,938			—			—
Net change in unrealized appreciation (depreciation) on unaffiliated investments		5,474			68,111			1,774
Net change in unrealized appreciation (depreciation) on affiliated investments		(2,816	)		—			—
Net gain (loss) on investments		4,922			16,480			33
Net increase (decrease) in net assets resulting from operations	$	5,318		$	12,975		$	(291	)

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

41

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

	Herzfeld Fund			Multi-Asset Trend Fund			Sector Trend Fund
Investment Income
Dividends	$	2,213		$	2,883		$	8,805
Interest		—			19			18
Total investment income		2,213			2,902			8,823
Expenses
Investment advisory fees		446			1,875			1,953
Service fees, Class A		20			99			344
Distribution and service fees, Class C		152			1,049			1,741
Administration fees		56			237			547
Transfer agent fees and expenses		61			275			588
Registration fees		52			54			164
Printing fees and expenses		15			51			115
Custodian fees		4			3			7
Professional fees		21			21			26
Trustees’ fees and expenses		4			17			39
Miscellaneous expenses		5			18			35
Total expenses		836			3,699			5,559
Less expenses reimbursed and/or waived by investment adviser		(55	)		—			—
Earnings credit from custodian		(1	)		—			—
Low balance account fees		—			—	(1)		(1	)
Net expenses		780			3,699			5,558
Net investment income (loss)		1,433			(797	)		3,265
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		(3,058	)		(5,127	)		(17,641	)
Capital gain distributions from underlying funds		2,512			—			—
Net change in unrealized appreciation (depreciation) on investments		5,023			9,563			25,827
Net gain (loss) on investments		4,477			4,436			8,186
Net increase (decrease) in net assets resulting from operations	$	5,910		$	3,639		$	11,451

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

42

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS

($ reported in thousands)

	Alternatives Diversifier Fund						Equity Trend Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	396		$	1,799		$	(3,505	)	$	(15,311	)
Net realized gain (loss)		2,264			400			(51,631	)		179,217
Net change in unrealized appreciation (depreciation)		2,658			(12,509	)		68,111			(738,910	)
Increase (decrease) in net assets resulting from operations		5,318			(10,310	)		12,975			(575,004	)
From Distributions to Shareholders
Net investment income, Class A		(140	)		(652	)		—			(816	)
Net investment income, Class C		(97	)		(386	)		—			—
Net investment income, Class I		(177	)		(977	)		—			(4,384	)
Net realized short-term gains, Class A		—			—			—			(96,936	)
Net realized short-term gains, Class C		—			—			—			(98,311	)
Net realized short-term gains, Class I		—			—			—			(160,323	)
Net realized short-term gains, Class R6		—			—			—			(5	)
Net realized long-term gains, Class A		—			—			—			(286,197	)
Net realized long-term gains, Class C		—			—			—			(289,362	)
Net realized long-term gains, Class I		—			—			—			(473,696	)
Net realized long-term gains, Class R6		—			—			—			(15	)
Decrease in net assets from distributions to shareholders		(414	)		(2,015	)		—			(1,410,045	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(7,767	)		(9,920	)		(278,173	)		(984,779	)
Change in net assets from share transactions, Class C		(7,687	)		(8,585	)		(326,634	)		(668,784	)
Change in net assets from share transactions, Class I		(12,448	)		(12,643	)		(317,745	)		(2,373,748	)
Change in net assets from share transactions, Class R6		—			—			85			120
Increase (decrease) in net assets from share transactions		(27,902	)		(31,148	)		(922,467	)		(4,027,191	)
Net increase (decrease) in net assets		(22,998	)		(43,473	)		(909,492	)		(6,012,240	)
Net Assets
Beginning of fiscal year		81,557			125,030			1,861,276			7,873,516
End of fiscal year	$	58,559		$	81,557		$	951,784		$	1,861,276
Accumulated undistributed net investment income (loss) at end of fiscal year	$	316		$	411		$	(1,663	)	$	(8,830	)

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

43

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Global Equity Trend Fund						Herzfeld Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	(324	)	$	(487	)	$	1,433		$	929
Net realized gain (loss)		(1,741	)		(8,221	)		(546	)		218
Net change in unrealized appreciation (depreciation)		1,774			(10,115	)		5,023			(4,845	)
Increase (decrease) in net assets resulting from operations		(291	)		(18,823	)		5,910			(3,698	)
From Distributions to Shareholders
Net investment income, Class A		—			(271	)		(348	)		(283	)
Net investment income, Class C		—			—			(527	)		(365	)
Net investment income, Class I		—			(467	)		(971	)		(414	)
Net realized short-term gains, Class A		—			(1,492	)		—			(122	)
Net realized short-term gains, Class C		—			(1,771	)		—			(166	)
Net realized short-term gains, Class I		—			(1,788	)		—			(74	)
Net realized long-term gains, Class A		—			(3,944	)		(77	)		(104	)
Net realized long-term gains, Class C		—			(4,687	)		(151	)		(143	)
Net realized long-term gains, Class I		—			(4,759	)		(232	)		(69	)
Decrease in net assets from distributions to shareholders		—			(19,179	)		(2,306	)		(1,740	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(10,228	)		(45,890	)		2,011			428
Change in net assets from share transactions, Class C		(10,974	)		(36,615	)		(595	)		6,251
Change in net assets from share transactions, Class I		(11,474	)		(70,130	)		3,886			13,715
Increase (decrease) in net assets from share transactions		(32,676	)		(152,635	)		5,302			20,394
Net increase (decrease) in net assets		(32,967	)		(190,637	)		8,906			14,956
Net Assets
Beginning of fiscal year		56,897			247,534			38,233			23,277
End of fiscal year	$	23,930		$	56,897		$	47,139		$	38,233
Accumulated undistributed net investment income (loss) at end of fiscal year	$	(207	)	$	(698	)	$	5		$	—

See Notes to Financial Statements

44

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Multi-Asset Trend Fund						Sector Trend Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	(797	)	$	(2,088	)	$	3,265		$	1,801
Net realized gain (loss)		(5,127	)		(20,676	)		(17,641	)		94,402
Net change in unrealized appreciation (depreciation)		9,563			(21,205	)		25,827			(139,165	)
Increase (decrease) in net assets resulting from operations		3,639			(43,969	)		11,451			(42,962	)
From Distributions to Shareholders
Net investment income, Class A		(41	)		(516	)		(986	)		(1,055	)
Net investment income, Class C		—			—			—			(406	)
Net investment income, Class I		(244	)		(1,292	)		(1,649	)		(1,161	)
Net realized short-term gains, Class A		—			(3,223	)		—			(13,616	)
Net realized short-term gains, Class C		—			(7,394	)		—			(13,013	)
Net realized short-term gains, Class I		—			(6,241	)		—			(12,582	)
Net realized long-term gains, Class A		—			(7,765	)		—			(59,091	)
Net realized long-term gains, Class C		—			(17,829	)		—			(56,735	)
Net realized long-term gains, Class I		—			(15,105	)		—			(54,658	)
Decrease in net assets from distributions to shareholders		(285	)		(59,365	)		(2,635	)		(212,317	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(26,252	)		(68,771	)		(28,578	)		(72,892	)
Change in net assets from share transactions, Class C		(60,210	)		(146,112	)		(42,844	)		(2,219	)
Change in net assets from share transactions, Class I		(45,575	)		(206,162	)		(69,127	)		(62,196	)
Increase (decrease) in net assets from share transactions		(132,037	)		(421,045	)		(140,549	)		(137,307	)
Net increase (decrease) in net assets		(128,683	)		(524,379	)		(131,733	)		(392,586	)
Net Assets
Beginning of fiscal year		267,965			792,344			533,292			925,878
End of fiscal year	$	139,282		$	267,965		$	401,559		$	533,292
Accumulated undistributed net investment income (loss) at end of fiscal year	$	(529	)	$	(2,581	)	$	2,144		$	1,513

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

45

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Capital Gains Distributions Received from Affiliated Funds(2)		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimburse ments)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Alternatives
Diversifier Fund
Class A
10/1/15 to 9/30/16		$	9.99		0.08			0.31		0.58			0.97			(0.07	)		(0.07	)		0.90			$	10.89		9.74	%		$	19,171		0.74	%(9)(12)		0.74	%		0.80	%		56	%
10/1/14 to 9/30/15			11.31		0.19			0.09		(1.39	)		(1.11	)		(0.21	)		(0.21	)		(1.32	)			9.99		(10.02	)			25,377		0.64			0.64			1.77			46
10/1/13 to 9/30/14			10.97		0.15			0.07		0.25			0.47			(0.13	)		(0.13	)		0.34				11.31		4.28				39,076		0.65			0.65			1.32			27
10/1/12 to 9/30/13			11.10		0.21			—		(0.13	)		0.08			(0.21	)		(0.21	)		(0.13	)			10.97		0.73				51,339		0.58	(7)		0.63			1.93			24
10/1/11 to 9/30/12			9.68		0.10			—		1.38			1.48			(0.06	)		(0.06	)		1.42				11.10		15.37				65,463		0.45			0.65			0.95			29
Class C
10/1/15 to 9/30/16		$	9.90		—	(5)		0.31		0.56			0.87			(0.04	)		(0.04	)		0.83			$	10.73		8.86	%		$	19,611		1.49	%(9)(12)		1.49	%		0.04	%		56	%
10/1/14 to 9/30/15			11.21		0.11			0.09		(1.39	)		(1.19	)		(0.12	)		(0.12	)		(1.31	)			9.90		(10.66	)			25,637		1.39			1.39			1.02			46
10/1/13 to 9/30/14			10.83		0.07			0.07		0.25			0.39			(0.01	)		(0.01	)		0.38				11.21		3.47				38,005		1.40			1.40			0.58			27
10/1/12 to 9/30/13			10.93		0.13			—		(0.13	)		—			(0.10	)		(0.10	)		(0.10	)			10.83		(0.05	)			44,850		1.33	(7)		1.38			1.22			24
10/1/11 to 9/30/12			9.55		0.02			—		1.36			1.38			—			—			1.38				10.93		14.45				57,336		1.20			1.40			0.20			29
Class I
10/1/15 to 9/30/16		$	9.98		0.11			0.31		0.56			0.98			(0.07	)		(0.07	)		0.91			$	10.89		9.94	%		$	19,777		0.49	%(9)(12)		0.49	%		1.04	%		56	%
10/1/14 to 9/30/15			11.30		0.22			0.09		(1.39	)		(1.08	)		(0.24	)		(0.24	)		(1.32	)			9.98		(9.77	)			30,543		0.39			0.39			1.99			46
10/1/13 to 9/30/14			10.98		0.18			0.08		0.24			0.50			(0.18	)		(0.18	)		0.32				11.30		4.52				47,949		0.40			0.40			1.56			27
10/1/12 to 9/30/13			11.12		0.16			—		(0.05	)		0.11			(0.25	)		(0.25	)		(0.14	)			10.98		1.00				111,396		0.36	(7)		0.38			1.48			24
10/1/11 to 9/30/12			9.70		0.13			—		1.38			1.51			(0.09	)		(0.09	)		1.42				11.12		15.63				37,590		0.20			0.40			1.21			29

The footnote legend is at the end of the Financial Highlights

See Notes to Financial Statements

46

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (In thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimbursements)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Equity Trend
Fund
Class A
10/1/15 to 9/30/16		$	12.14		(0.01	)		0.10			0.09			—			—			—			0.09			$	12.23		0.74	%		$	245,109		1.50	%(7)(12)		1.58	%		(0.05	)%		229	%
10/1/14 to 9/30/15			17.39		(0.03	)		(1.79	)		(1.82	)		(0.01	)		(3.42	)		(3.43	)		(5.25	)			12.14		(12.79	)			520,337		1.60	(11)		1.60			(0.22	)		674
10/1/13 to 9/30/14			15.52		0.06			2.29			2.35			(0.04	)		(0.44	)		(0.48	)		1.87				17.39		15.31				2,044,955		1.61	(11)		1.61			0.36			227
10/1/12 to 9/30/13			13.43		0.11			2.09			2.20			(0.11	)		—			(0.11	)		2.09				15.52		16.50				1,937,456		1.62	(11)		1.62			0.75			140
10/1/11 to 9/30/12			11.69		0.10			1.73			1.83			(0.09	)		—			(0.09	)		1.74				13.43		15.74				1,323,109		1.64			1.64			0.80			297
Class C
10/1/15 to 9/30/16		$	11.87		(0.08	)		0.09			0.01			—			—			—			0.01			$	11.88		0.08	%		$	423,675		2.16	%(7)(12)		2.33	%		(0.69	)%		229	%
10/1/14 to 9/30/15			17.16		(0.13	)		(1.76	)		(1.89	)		—			(3.40	)		(3.40	)		(5.29	)			11.87		(13.45	)			746,390		2.36	(11)		2.36			(0.97	)		674
10/1/13 to 9/30/14			15.39		(0.06	)		2.27			2.21			—			(0.44	)		(0.44	)		1.77				17.16		14.48				1,988,290		2.36	(11)		2.36			(0.38	)		227
10/1/12 to 9/30/13			13.34		—			2.07			2.07			(0.02	)		—			(0.02	)		2.05				15.39		15.55				1,307,857		2.37	(11)		2.37			0.02			140
10/1/11 to 9/30/12			11.62		0.01			1.72			1.73			(0.01	)		—			(0.01	)		1.72				13.34		14.91				767,602		2.38			2.39			0.09			297
Class I
10/1/15 to 9/30/16		$	12.19		0.02			0.10			0.12			—			—			—			0.12			$	12.31		0.98	%		$	282,818		1.29	%(7)(12)		1.33	%		0.16	%		229	%
10/1/14 to 9/30/15			17.42		0.01			(1.80	)		(1.79	)		(0.02	)		(3.42	)		(3.44	)		(5.23	)			12.19		(12.57	)			594,460		1.35	(11)		1.35			0.04			674
10/1/13 to 9/30/14			15.54		0.10			2.30			2.40			(0.08	)		(0.44	)		(0.52	)		1.88				17.42		15.61				3,840,271		1.36	(11)		1.36			0.62			227
10/1/12 to 9/30/13			13.45		0.15			2.08			2.23			(0.14	)		—			(0.14	)		2.09				15.54		16.75				2,580,005		1.37	(11)		1.37			1.02			140
10/1/11 to 9/30/12			11.71		0.14			1.72			1.86			(0.12	)		—			(0.12	)		1.74				13.45		15.98				1,479,042		1.39			1.39			1.10			297
Class R6
10/1/15 to 9/30/16		$	12.20		0.06			0.08			0.14			—			—			—			0.14			$	12.34		1.15	%		$	182		1.10	%(7)(12)		1.25	%		0.49	%		229	%
11/12/14(6) to 9/30/15			17.20		0.01			(1.57	)		(1.56	)		(0.02	)		(3.42	)		(3.44	)		(5.00	)			12.20		(11.39	)(4)			89		1.28	(3)(11)		1.28	(3)		0.10	(3)		674
Global Equity
Trend Fund
Class A
10/1/15 to 9/30/16		$	9.76		(0.06	)		0.24			0.18			—			—			—			0.18			$	9.94		1.84	%		$	8,351		1.77	%(12)		1.79	%		(0.60	)%		282	%
10/1/14 to 9/30/15			12.42		(0.03	)		(1.48	)		(1.51	)		(0.07	)		(1.08	)		(1.15	)		(2.66	)			9.76		(13.21	)			18,523		1.68	(11)		1.68			(0.23	)		614
10/1/13 to 9/30/14			11.76		0.07			0.91			0.98			(0.02	)		(0.30	)		(0.32	)		0.66				12.42		8.43				75,879		1.66	(10)		1.65			0.55			205
10/1/12 to 9/30/13			10.56		0.04			1.26			1.30			(0.06	)		(0.04	)		(0.10	)		1.20				11.76		12.32				56,689		1.75	(10)		1.71			0.33			194
10/1/11 to 9/30/12			9.42		0.08			1.12			1.20			(0.06	)		—			(0.06	)		1.14				10.56		12.75				27,699		1.75			1.78			0.83			258
Class C
10/1/15 to 9/30/16		$	9.59		(0.13	)		0.23			0.10			—			—			—			0.10			$	9.69		1.04	%		$	11,267		2.52	%(12)		2.54	%		(1.35	)%		282	%
10/1/14 to 9/30/15			12.24		(0.09	)		(1.48	)		(1.57	)		—			(1.08	)		(1.08	)		(2.65	)			9.59		(13.88	)			22,376		2.41	(11)		2.43			(0.87	)		614
10/1/13 to 9/30/14			11.64		(0.02	)		0.92			0.90			—			(0.30	)		(0.30	)		0.60				12.24		7.69				72,013		2.37	(10)		2.40			(0.17	)		205
10/1/12 to 9/30/13			10.50		(0.05	)		1.25			1.20			(0.02	)		(0.04	)		(0.06	)		1.14				11.64		11.52				44,239		2.48	(10)		2.46			(0.42	)		194
10/1/11 to 9/30/12			9.40		—	(5)		1.12			1.12			(0.02	)		—			(0.02	)		1.10				10.50		12.04				21,051		2.50			2.53			0.01			258
Class I
10/1/15 to 9/30/16		$	9.79		(0.04	)		0.25			0.21			—			—			—			0.21			$	10.00		2.15	%		$	4,312		1.51	%(12)		1.52	%		(0.40	)%		282	%
10/1/14 to 9/30/15			12.47		—	(5)		(1.50	)		(1.50	)		(0.10	)		(1.08	)		(1.18	)		(2.68	)			9.79		(13.06	)			15,998		1.43	(11)		1.43			0.01			614
10/1/13 to 9/30/14			11.80		0.10			0.92			1.02			(0.05	)		(0.30	)		(0.35	)		0.67				12.47		8.68				99,642		1.44	(10)		1.41			0.80			205
10/1/12 to 9/30/13			10.58		0.07			1.25			1.32			(0.06	)		(0.04	)		(0.10	)		1.22				11.80		12.59				38,889		1.50	(10)		1.46			0.58			194
10/1/11 to 9/30/12			9.42		0.09			1.14			1.23			(0.07	)		—			(0.07	)		1.16				10.58		13.15				19,112		1.50			1.52			0.90			258

The footnote legend is at the end of the Financial Highlights

See Notes to Financial Statements

47

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (In thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimburse ments)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Herzfeld Fund
Class A
10/1/15 to 9/30/16		$	9.91		0.34			1.20			1.54			(0.43	)		(0.10	)		(0.53	)		1.01			$	10.92		16.04	%		$	11,060		1.61	%(9)(12)		1.74	%		3.33	%		53	%
10/1/14 to 9/30/15			11.37		0.35			(1.12	)		(0.77	)		(0.37	)		(0.32	)		(0.69	)		(1.46	)			9.91		(7.17	)			8,324		1.60			1.73			3.20			57
10/1/13 to 9/30/14			10.45		0.34			1.02			1.36			(0.36	)		(0.08	)		(0.44	)		0.92				11.37		13.21				9,212		1.60			1.93			3.04			53
10/1/12 to 9/30/13			10.21		0.33			0.18			0.51			(0.26	)		(0.01	)		(0.27	)		0.24				10.45		5.10				2,917		1.60			2.60			3.13			22
9/5/12(6) to 9/30/12			10.00		0.04			0.17			0.21			—			—			—			0.21				10.21		2.10	(4)			105		1.60	(3)		37.91	(3)		5.93			3	(4)
Class C
10/1/15 to 9/30/16		$	9.87		0.27			1.19			1.46			(0.35	)		(0.10	)		(0.45	)		1.01			$	10.88		15.22	%		$	15,568		2.36	%(9)(12)		2.49	%		2.61	%		53	%
10/1/14 to 9/30/15			11.34		0.26			(1.11	)		(0.85	)		(0.30	)		(0.32	)		(0.62	)		(1.47	)			9.87		(7.94	)			14,761		2.35			2.48			2.39			57
10/1/13 to 9/30/14			10.43		0.26			1.01			1.27			(0.28	)		(0.08	)		(0.36	)		0.91				11.34		12.34				10,624		2.35			2.70			2.35			53
10/1/12 to 9/30/13			10.21		0.25			0.19			0.44			(0.21	)		(0.01	)		(0.22	)		0.22				10.43		4.36				4,942		2.35			3.25			2.40			22
9/5/12(6) to 9/30/12			10.00		0.03			0.18			0.21			—			—			—			0.21				10.21		2.10	(4)			102		2.35	(3)		38.62	(3)		5.21			3	(4)
Class I
10/1/15 to 9/30/16		$	9.92		0.37			1.21			1.58			(0.46	)		(0.10	)		(0.56	)		1.02			$	10.94		16.40	%		$	20,511		1.36	%(9)(12)		1.49	%		3.59	%		53	%
10/1/14 to 9/30/15			11.39		0.37			(1.12	)		(0.75	)		(0.40	)		(0.32	)		(0.72	)		(1.47	)			9.92		(7.01	)			15,148		1.35			1.47			3.39			57
10/1/13 to 9/30/14			10.46		0.38			1.01			1.39			(0.38	)		(0.08	)		(0.46	)		0.93				11.39		13.54				3,441		1.35			1.71			3.40			53
10/1/12 to 9/30/13			10.21		0.09			0.46			0.55			(0.29	)		(0.01	)		(0.30	)		0.25				10.46		5.41				1,765		1.35			3.71			0.86			22
9/5/12(6) to 9/30/12			10.00		0.03			0.18			0.21			—			—			—			0.21				10.21		2.10	(4)			1,017		1.35	(3)		38.61	(3)		4.39			3	(4)
Multi-Asset Trend
Fund
Class A
10/1/15 to 9/30/16		$	9.94		(0.01	)		0.39			0.38			(0.01	)		—			(0.01	)		0.37			$	10.31		3.82	%		$	29,798		1.61	%(11)(12)		1.61	%		(0.07	)%		223	%
10/1/14 to 9/30/15			11.85		(0.02	)		(0.92	)		(0.94	)		(0.04	)		(0.93	)		(0.97	)		(1.91	)			9.94		(8.58	)			55,214		1.62	(11)		1.62			(0.15	)		519
10/1/13 to 9/30/14			11.28		0.10			0.69			0.79			(0.07	)		(0.15	)		(0.22	)		0.57				11.85		6.97				143,765		1.62	(11)		1.62			0.83			337
10/1/12 to 9/30/13			10.67		0.06			0.62			0.68			(0.05	)		(0.02	)		(0.07	)		0.61				11.28		6.39				114,697		1.64	(11)		1.64			0.51			275
10/1/11 to 9/30/12			9.69		0.09			0.98			1.07			(0.09	)		—			(0.09	)		0.98				10.67		11.08				66,122		1.73			1.70			0.84			211
Class C
10/1/15 to 9/30/16		$	9.80		(0.08	)		0.38			0.30			—			—			—			0.30			$	10.10		3.06	%		$	80,962		2.36	%(11)(12)		2.36	%		(0.80	)%		223	%
10/1/14 to 9/30/15			11.73		(0.09	)		(0.91	)		(1.00	)		—			(0.93	)		(0.93	)		(1.93	)			9.80		(9.23	)			139,223		2.36	(11)		2.37			(0.89	)		519
10/1/13 to 9/30/14			11.19		0.01			0.68			0.69			—			(0.15	)		(0.15	)		0.54				11.73		6.15				331,980		2.35	(11)		2.37			0.09			337
10/1/12 to 9/30/13			10.60		(0.02	)		0.63			0.61			—			(0.02	)		(0.02	)		0.59				11.19		5.71				230,459		2.37	(11)		2.39			(0.23	)		275
10/1/11 to 9/30/12			9.66		0.02			0.96			0.98			(0.04	)		—			(0.04	)		0.94				10.60		10.13				131,330		2.45			2.45			0.16			211
Class I
10/1/15 to 9/30/16		$	9.99		0.02			0.38			0.40			(0.05	)		—			(0.05	)		0.35			$	10.34		3.97	%		$	28,522		1.36	%(11)(12)		1.36	%		0.16	%		223	%
10/1/14 to 9/30/15			11.88		0.01			(0.91	)		(0.90	)		(0.06	)		(0.93	)		(0.99	)		(1.89	)			9.99		(8.36	)			73,528		1.36	(11)		1.36			0.11			519
10/1/13 to 9/30/14			11.31		0.13			0.69			0.82			(0.10	)		(0.15	)		(0.25	)		0.57				11.88		7.20				316,599		1.37	(11)		1.37			1.06			337
10/1/12 to 9/30/13			10.69		0.08			0.63			0.71			(0.07	)		(0.02	)		(0.09	)		0.62				11.31		6.70				248,984		1.39	(11)		1.39			0.74			275
10/1/11 to 9/30/12			9.71		0.12			0.96			1.08			(0.10	)		—			(0.10	)		0.98				10.69		11.24				146,634		1.49			1.46			1.17			211

The footnote legend is at the end of the Financial Highlights

See Notes to Financial Statements

48

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(8)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimburse ments)(8)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Sector Trend Fund
Class A
10/1/15 to 9/30/16		$	11.00		0.11			0.26			0.37			(0.08	)		—			(0.08	)		0.29			$	11.29		3.36	%		$	131,389		1.05	%(12)		1.05	%		1.00	%		337	%
10/1/14 to 9/30/15			15.21		0.05			(0.71	)		(0.66	)		(0.05	)		(3.50	)		(3.55	)		(4.21	)			11.00		(6.19	)			156,759		0.98			0.98			0.39			576
10/1/13 to 9/30/14			13.87		0.15			2.25			2.40			(0.13	)		(0.93	)		(1.06	)		1.34				15.21		17.81				316,571		0.98			0.98			1.02			129
10/1/12 to 9/30/13			12.15		0.17			2.11			2.28			(0.17	)		(0.39	)		(0.56	)		1.72				13.87		19.63				257,492		1.00			1.00			1.29			123
10/1/11 to 9/30/12			10.67		0.14			1.68			1.82			(0.12	)		(0.22	)		(0.34	)		1.48				12.15		17.51				199,268		1.02			1.02			1.22			190
Class C
10/1/15 to 9/30/16		$	10.76		0.03			0.25			0.28			—			—			—			0.28			$	11.04		2.60	%		$	167,265		1.80	%(12)		1.80	%		0.24	%		337	%
10/1/14 to 9/30/15			15.02		(0.04	)		(0.69	)		(0.73	)		(0.02	)		(3.51	)		(3.53	)		(4.26	)			10.76		(6.86	)			206,556		1.74			1.74			(0.34	)		576
10/1/13 to 9/30/14			13.73		0.04			2.21			2.25			(0.03	)		(0.93	)		(0.96	)		1.29				15.02		16.89				296,160		1.73			1.73			0.28			129
10/1/12 to 9/30/13			12.03		0.07			2.10			2.17			(0.08	)		(0.39	)		(0.47	)		1.70				13.73		18.80				217,861		1.74			1.75			0.57			123
10/1/11 to 9/30/12			10.56		0.06			1.67			1.73			(0.04	)		(0.22	)		(0.26	)		1.47				12.03		16.60				157,461		1.75			1.77			0.53			190
Class I
10/1/15 to 9/30/16		$	11.02		0.13			0.27			0.40			(0.14	)		—			(0.14	)		0.26			$	11.28		3.65	%		$	102,905		0.80	%(12)		0.80	%		1.21	%		337	%
10/1/14 to 9/30/15			15.21		0.08			(0.71	)		(0.63	)		(0.05	)		(3.51	)		(3.56	)		(4.19	)			11.02		(5.90	)			169,977		0.73			0.73			0.65			576
10/1/13 to 9/30/14			13.87		0.19			2.25			2.44			(0.17	)		(0.93	)		(1.10	)		1.34				15.21		18.08				313,147		0.73			0.73			1.29			129
10/1/12 to 9/30/13			12.15		0.20			2.11			2.31			(0.20	)		(0.39	)		(0.59	)		1.72				13.87		19.92				173,096		0.75			0.75			1.56			123
10/1/11 to 9/30/12			10.67		0.17			1.68			1.85			(0.15	)		(0.22	)		(0.37	)		1.48				12.15		17.71				122,198		0.77			0.77			1.53			190

Footnote Legend

⁽¹⁾  Sales charges, where applicable, are not reflected in the total return calculation.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Annualized.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Amount is less than $0.005.

⁽⁶⁾  Inception date.

⁽⁷⁾  Due to a change in expense cap, the ratio shown is a blended expense ratio.

⁽⁸⁾  The Funds will also indirectly bear their prorated share of expenses of the underlying funds in which they invest. Such expenses are not included in the calculation of this ratio.

⁽⁹⁾  Earnings credits from custodian were not material, as reflected in the Statements of Operations, and had no impact on Financial Highlights.

⁽¹⁰⁾  See Note 3C in the Notes to Financial Statements for information on recapture of expense previously waived.

⁽¹¹⁾  The Fund is currently under its expense limitation.

⁽¹²⁾  Net expense ratios include extraordinary proxy expenses.

See Notes to Financial Statements

49

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company.

As of the date of this report, 31 funds of the Trust are offered for sale, of which six (each a “Fund”) are reported in this annual report.

The Funds’ investment objectives are outlined in each Fund’s summary page. There is no guarantee that a Fund will achieve its objective(s).

All of the Funds offer Class A shares, Class C shares, and Class I shares. The Equity Trend Fund now offers Class R6 shares. Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Funds when redeemed; however, a 0.50% – 1% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which such CDSC applies for the Funds is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class C shares are generally sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class I shares and Class R6 shares are sold without a front-end sales charge or CDSC. Class R6 shares are only available to participants in employer-sponsored retirement plans, such as 401(k) plans, profit sharing plans, defined benefit plans and other employer directed plans. Class R6 shares do not carry sales commissions or pay Rule 12b-1 fees. No compensation, administrative payments, sub-transfer agency payments or service payments are paid to brokers or other entities from fund assets or the Distributor’s or an affiliate’s resources on sales of or investments in Class R6 Shares.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the Funds. These fees are reflected as “Low Balance Account Fees” in each Fund’s Statements of Operations for the period, as applicable.

Each class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each Class bears different distribution and/or service fees under a Board-approved Rule 12b-1 and/or shareholder servicing plan (“12b-1 Plan”) and has exclusive voting rights with respect to such plans. Class I shares and Class R6 shares are not subject to a 12b-1 Plan. Income and other expenses as well as realized and unrealized gains and losses of each Fund are borne pro rata by the holders of each class of shares.

Note 2. Significant Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and those differences could be significant.

A. Security Valuation

Security valuation procedures for each Fund, which include nightly price variance as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board”, or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

Each Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Funds’ policy is to recognize transfers between levels at the end of the reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

A description of the valuation techniques applied to a Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that a Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time) that may impact the value of securities traded in these non-U.S. markets. In such cases the Fund fair values non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, ETFs, and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

50

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make markets in such securities. For most bond types, the pricing service utilizes matrix pricing which considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer-supplied prices. These valuations are generally categorized as Level 2 in the hierarchy. Structured debt instruments such as mortgage-backed and asset-backed securities may also incorporate collateral analysis and utilize cash flow models for valuation and are generally categorized as Level 2 in the hierarchy. Pricing services do not provide pricing for all securities and therefore indicative bids from dealers are utilized which are based on pricing models used by market makers in the security and are generally categorized as Level 2 in the hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds and ETFs are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value the Funds’ net assets by each major security type is disclosed at the end of the Schedule of Investments for each Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from sales of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as a Fund is notified. Interest income is recorded on the accrual basis. Each Fund amortizes premiums and accretes discounts using the effective interest method. Any distributions from underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds.

C. Income Taxes

Each Fund is treated as a separate taxable entity. It is the intention of each Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

Certain Funds may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

D. Distributions to Shareholders

Distributions are recorded by each Fund on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations which may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by a fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

In addition to the net annual operating expenses that a fund bears directly, the shareholders of a fund indirectly bear the pro-rata expenses of any underlying mutual funds in which the fund invests.

F. Foreign Currency Translation

Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Funds do not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

G. Securities Lending

Certain Funds may loan securities to qualified brokers through an agreement with Brown Brothers Harriman (“BBH”), as a third party lending agent. Under the terms of agreement, when doing so the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government or its agencies. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the broker are recorded as income by the Fund net of fees and rebates charged by BBH for its

51

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

services as securities lending agent and in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the declining value of the collateral.

At September 30, 2016, none of the Funds had securities on loan.

H. Earnings Credit and Interest

Through arrangements with each Fund’s custodian, each Fund either receives an earnings credit or interest on agreed upon target un-invested cash balances to reduce each Fund’s custody expenses. The credits are reflected as “Earnings credit from Custodian” and the interest is reflected under “Interest income” in each Fund’s Statements of Operations for the period, as applicable.

Note 3. Investment Advisory Fees and Related Party Transactions

($ reported in thousands except as noted)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect wholly owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Funds’ investment programs and general operations of the Funds, including oversight of the Funds’ subadvisers.

As compensation for its services to the Funds, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets (except as otherwise noted) of the following Funds:

	First $2 Billion			$2+ Billion through $4 Billion			$4+ Billion
Global Equity Trend Fund		1.00	%		0.95	%		0.90	%
Multi-Asset Trend Fund		1.00			0.95			0.90
	First $1 Billion			$1+ Billion
Herzfeld Fund		1.00			0.95
Sector Trend Fund		0.45			0.40
	First $4 Billion			$4+ Billion
Equity Trend Fund		1.00	%		0.95	%

Alternatives Diversifier Fund – the Adviser has discontinued charging an advisory fee.

B. Subadvisers

Thomas J. Herzfeld Advisors, Inc. serves as the subadviser (“subadviser”) to Virtus Herzfeld Fund, managing the investments of that Fund for which the subadviser is paid a fee by the Adviser. Prior to September 7, 2016, Euclid Advisors LLC served as a subadviser to the remaining Funds; since that date those Funds do not have a subadviser.

C. Expense Limits and Fee Waivers

The Adviser has contractually agreed to limit certain Funds’ total operating expenses (excluding interest, taxes, extraordinary expenses and acquired fund fees and expenses, if any), so that such expenses do not exceed the percentages of the Fund’s average daily net asset values as listed below through January 31, 2017.

	Class A			Class C			Class I			Class R6
Equity Trend Fund*		1.42	%		2.02	%		1.24	%		1.03	%
Global Equity Trend Fund		1.75			2.50			1.50			—
Herzfeld Fund		1.60			2.35			1.35			—
Multi-Asset Trend Fund†		1.75			2.50			1.50			—

^†  expenses are currently below the cap level.

* Effective February 8, 2016. For the period of October 1, 2015, through February 5, 2016, the expense caps were as follows for Class A, Class C, Class I, and Class R6, respectively: 1.70%, 2.45%, 1.45%, and 1.38%.

D. Expense Recapture

For certain Funds, the Adviser may recapture operating expenses waived or reimbursed under these arrangements, within three years after the date on which such waiver or reimbursement occurred. A Fund must pay its ordinary operating expenses before the Adviser is entitled to any reimbursement and must remain in compliance with any applicable expense limitations or, if none, the expense limitation in effect at the time of the waiver or reimbursement. All or a portion of the following Adviser reimbursed expenses may be recaptured as follows:

	Fiscal Year Ended
	2017		2018		2019		Total
Equity Trend Fund	$	—	$	—	$	1,475	$	1,475
Global Equity Trend Fund		—		—		7		7
Herzfeld Fund		56		40		55		151

E. Distributor

VP Distributors, LLC (“VP Distributors”), an indirect wholly owned subsidiary of Virtus, serves as the distributor of each Fund’s shares. VP Distributors has advised the Funds that for the fiscal year (the “period”) ended September 30, 2016, it retained net commissions of $37 of Class A shares and deferred sales charges of $36 and $91 for Class A shares and Class C shares, respectively.

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VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

In addition, each Fund pays VP Distributors distribution and/or service fees under a 12b-1 Plan as a percentage of the average daily net assets of each respective class at the annual rates of 0.25%⁽¹⁾ for Class A shares and 1.00%⁽¹⁾⁽²⁾ for Class C shares. Class I shares and Class R6 shares are not subject to a 12b-1 Plan.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

⁽¹⁾  The Funds invest in ETFs. In addition to the fees listed the Funds bear their proportionate shares of any distribution and shareholder servicing fees of the ETFs.

⁽²⁾  The Funds’ distributor has contractually agreed to waive its 12b-1 fees applicable to Class C shares to the extent that the Funds’ investments in underlying ETFs with their own 12b-1 fees would otherwise cause the total 12b-1 fees paid directly or indirectly by the Fund to exceed the limits set forth in applicable law or regulation.

F. Administrator and Transfer Agent

Virtus Fund Services, LLC, an indirect wholly owned subsidiary of Virtus, serves as the administrator and transfer agent to the Funds.

For the period ended September 30, 2016, the Funds incurred administration fees from the Trust totaling $2,070 which are included in the Statements of Operations.

For the period ended September 30, 2016, the Funds incurred transfer agent fees from the Trust totaling $2,741 which are included in the Statements of Operations. A portion of these fees was paid to outside entities that also provide services to the Trust.

G. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates held shares of certain Funds which may be redeemed at any time that aggregated the following:

	Shares		Aggregate Net Asset Value
Equity Trend Fund
Class R6		14,720	$	182
Herzfeld Fund
Class A		11,982		131
Class C		11,670		127
Class I		96,718		1,058

H. Investments in Affiliates

A summary of the Alternatives Diversifier Fund’s total long-term and short-term purchases and sales of the Class I shares of the affiliated underlying funds⁽¹⁾ during the period ended September 30, 2016, is as follows:

	Value, beginning of period		Purchases(2)		Sales Proceeds
Virtus Global Infrastructure Fund	$	15,334	$	3,658	$	9,850
Virtus Global Real Estate Securities Fund		7,542		188		3,200
Virtus International Real Estate Securities Fund		7,707		3,138		5,500
Virtus Real Estate Securities Fund		7,189		3,681		5,830
Virtus Senior Floating Rate Fund		12,164		2,487		10,075
	$	49,936	$	13,152	$	34,455
	Value, end of period		Dividend Income		Distributions of Realized Gains
Virtus Global Infrastructure Fund	$	9,734	$	253	$	605
Virtus Global Real Estate Securities Fund		5,143		91		97
Virtus International Real Estate Securities Fund		5,564		88		—
Virtus Real Estate Securities Fund		4,375		94		1,236
Virtus Senior Floating Rate Fund		4,486		237		—
	$	29,302	$	763	$	1,938

⁽¹⁾  The Alternatives Diversifier Fund does not invest in the underlying funds for the purpose of exercising management or control; however, investments made by the Fund within each of its principal investment strategies may represent a significant portion of an underlying fund’s net assets. At September 30, 2016, the Fund was the owner of record of approximately 16% of Virtus International Real Estate Securities Fund.

⁽²⁾  Includes reinvested dividends from income and capital gain distributions.

53

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

I. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 4. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities (excluding U.S. Government and agency securities, and short-term securities) during the period ended September 30, 2016, were as follows:

	Purchases		Sales
Alternatives Diversifier Fund	$	35,711	$	61,646
Equity Trend Fund		2,676,708		2,758,568
Global Equity Trend Fund		77,327		73,613
Herzfeld Fund		21,684		22,996
Multi-Asset Trend Fund		346,120		383,133
Sector Trend Fund		1,475,298		1,199,981

There were no purchases or sales of long-term U.S. Government and agency securities for the Funds during the period ended September 30, 2016.

Note 5. Borrowings

($ reported in thousands)

On June 29, 2016, the Funds and other affiliated funds renewed a $50,000 secured line of credit. The Credit Agreement (the “Agreement”) is with a commercial bank (the “Bank”) that allows the Funds to borrow cash from the Bank to manage large unexpected redemptions and trade fails, up to a limit of one-third or one-fifth of each Fund’s total net assets in accordance with the Agreement. The Agreement has a term of 364 days and is renewable by the Funds with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Funds and other affiliated funds are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

From February 17, 2016, to February 29, 2016, the Herzfeld Fund made borrowings. The average daily borrowings under the Agreement and the weighted daily average interest rate were $407 and 1.43%, respectively. No other Funds made borrowings during the period and no Fund had any outstanding borrowings as of September 30, 2016.

54

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 6. Capital Share Transactions

(reported in thousands)

Transactions in shares of capital stock, during the periods ended as indicated below, were as follows:

	Alternatives Diversifier Fund												Equity Trend Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		233		$	2,463			240		$	2,652			1,506		$	18,086			14,875		$	216,781
Reinvestment of distributions		13			130			55			607			—			—			26,015			358,962
Plan of Reorganization (Note 12)		—			—			—			—			7,287			82,432			—			—
Shares repurchased		(1,026	)		(10,360	)		(1,209	)		(13,179	)		(31,626	)		(378,691	)		(115,604	)		(1,560,522	)
Net Increase / (Decrease)		(780	)	$	(7,767	)		(914	)	$	(9,920	)		(22,833	)	$	(278,173	)		(74,714	)	$	(984,779	)
Class C
Sale of shares		46		$	462			75		$	825			1,455		$	17,143			16,872		$	238,376
Reinvestment of distributions		8			78			28			309			—			—			24,034			325,886
Plan of Reorganization (Note 12)		—			—			—			—			11,669			128,740			—			—
Shares repurchased		(817	)		(8,227	)		(904	)		(9,720	)		(40,364	)		(472,517	)		(93,877	)		(1,233,046	)
Net Increase / (Decrease)		(763	)	$	(7,687	)		(801	)	$	(8,586	)		(27,240	)	$	(326,634	)		(52,971	)	$	(668,784	)
Class I
Sale of shares		386		$	3,967			1,229		$	13,567			4,635		$	56,183			39,668		$	574,419
Reinvestment of distributions		16			153			62			681			—			—			37,699			521,659
Plan of Reorganization (Note 12)		—			—			—			—			11,946			135,785			—			—
Shares repurchased		(1,648	)		(16,568	)		(2,472	)		(26,891	)		(42,372	)		(509,713	)		(248,990	)		(3,469,826	)
Net Increase / (Decrease)		(1,246	)	$	(12,448	)		(1,181	)	$	(12,643	)		(25,791	)	$	(317,745	)		(171,623	)	$	(2,373,748	)
Class R6
Sale of shares		—		$	—			—		$	—			—		$	—			6		$	100
Reinvestment of distributions		—			—			—			—			—			—			1			20
Plan of Reorganization (Note 12)		—			—			—			—			7			85			—	(1)		—	(2)
Shares repurchased		—			—			—			—			—			—			—	(1)		—	(2)
Net Increase / (Decrease)		—		$	—			—		$	—			7		$	85			7		$	120
	Global Equity Trend Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		107		$	1,027			1,197		$	13,144
Reinvestment of distributions		—			—			509			5,652
Shares repurchased		(1,165	)		(11,255	)		(5,916	)		(64,685	)
Net Increase / (Decrease)		(1,058	)	$	(10,228	)		(4,210	)	$	(45,889	)
Class C
Sale of shares		80		$	754			635		$	6,902
Reinvestment of distributions		—			—			584			6,384
Shares repurchased		(1,251	)		(11,728	)		(4,770	)		(49,901	)
Net Increase / (Decrease)		(1,171	)	$	(10,974	)		(3,551	)	$	(36,615	)
Class I
Sale of shares		97		$	932			992		$	11,048
Reinvestment of distributions		—			—			631			7,036
Shares repurchased		(1,299	)		(12,406	)		(7,982	)		(88,214	)
Net Increase / (Decrease)		(1,202	)	$	(11,474	)		(6,359	)	$	(70,130	)

⁽¹⁾  Amount is less than 500.

⁽²⁾  Amount is less than $500.

55

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	Herzfeld Fund												Multi-Asset Trend Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		517		$	5,537			612		$	6,823			214		$	2,114			1,899		$	20,815
Reinvestment of distributions		41			422			47			506			4			39			1,017			11,007
Shares repurchased		(386	)		(3,948	)		(628	)		(6,901	)		(2,880	)		(28,405	)		(9,493	)		(100,593	)
Net Increase / (Decrease)		172		$	2,011			31		$	428			(2,662	)	$	(26,252	)		(6,577	)	$	(68,771	)
Class C
Sale of shares		347		$	3,484			967		$	10,722			312		$	3,029			2,972		$	31,920
Reinvestment of distributions		67			677			63			671			—			—			2,252			24,117
Shares repurchased		(478	)		(4,756	)		(472	)		(5,142	)		(6,498	)		(63,239	)		(19,312	)		(202,149	)
Net Increase / (Decrease)		(64	)	$	(595	)		558		$	6,251			(6,186	)	$	(60,210	)		(14,088	)	$	(146,112	)
Class I
Sale of shares		1,886		$	19,264			1,671		$	18,514			471		$	4,647			3,215		$	35,797
Reinvestment of distributions		118			1,200			52			553			22			217			1,924			20,908
Shares repurchased		(1,656	)		(16,578	)		(499	)		(5,352	)		(5,099	)		(50,439	)		(24,418	)		(262,867	)
Net Increase / (Decrease)		348		$	3,886			1,224		$	13,715			(4,606	)	$	(45,575	)		(19,279	)	$	(206,162	)
	Sector Trend Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		3,103		$	34,166			11,512		$	142,000
Reinvestment of distributions		78			850			5,546			66,431
Shares repurchased		(5,799	)		(63,594	)		(23,619	)		(281,323	)
Net Increase / (Decrease)		(2,618	)	$	(28,578	)		(6,561	)	$	(72,892	)
Class C
Sale of shares		3,892		$	42,476			9,549		$	113,509
Reinvestment of distributions		—			—			4,741			55,847
Shares repurchased		(7,943	)		(85,320	)		(14,803	)		(171,575	)
Net Increase / (Decrease)		(4,051	)	$	(42,844	)		(513	)	$	(2,219	)
Class I
Sale of shares		4,289		$	46,797			19,340		$	231,425
Reinvestment of distributions		121			1,318			5,015			60,118
Shares repurchased		(10,715	)		(117,242	)		(29,519	)		(353,739	)
Net Increase / (Decrease)		(6,305	)	$	(69,127	)		(5,164	)	$	(62,196	)

56

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 7. 10% Shareholders

As of September 30, 2016, certain Funds had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of each such Fund as detailed below.

	% of Shares Outstanding			Number of Accounts
Alternatives Diversifier Fund		12	%		1
Global Equity Trend Fund		15			1
Herzfeld Fund		66			5
Multi-Asset Trend Fund		21			1

* Includes affiliated shareholder accounts.

Note 8. Credit Risk and Asset Concentration

Certain Funds may invest a high percentage of their assets in specific sectors of the market in their pursuit of their investment objectives. Fluctuations in these sectors of concentration may have a greater impact on a Fund, positive or negative, than if a Fund did not concentrate its investments in such sectors. At September 30, 2016, the Funds did not invest a high percentage of their assets in specific sectors.

Note 9. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Funds. Each Trustee has entered into an indemnification agreement with the Trust. In addition, in the normal course of business, the Funds enter into contracts that provide a variety of indemnifications to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds and that have not occurred. However, the Funds have not had prior claims or losses pursuant to these arrangements and expect the risk of loss to be remote.

Note 10. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Funds were as follows:

	Federal Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Alternatives Diversifier Fund	$	75,793	$	7,375	$	(24,827	)	$	(17,452	)
Equity Trend Fund		865,765		93,316		(14,309	)		79,007
Global Equity Trend Fund		21,828		2,105		(206	)		1,899
Herzfeld Fund		46,079		1,826		(1,283	)		543
Multi-Asset Trend Fund		123,261		11,525		(774	)		10,751
Sector Trend Fund		378,753		24,548		(5,454	)		19,094

Certain Funds have capital loss carryovers available to offset future realized capital gains, through the indicated expiration dates shown below:

	2018				No Expiration				Total
	Short-Term		Long-Term		Short-Term		Long-Term		Short-Term		Long-Term
Alternatives Diversifier Fund	$	49,187	$	—	$	—	$	—	$	49,187	$	—
Equity Trend Fund		—		—		533,867		—		533,867		—
Global Equity Trend Fund		—		—		12,017		42		12,017		42
Herzfeld Fund		—		—		489		—		489		—
Multi-Asset Trend Fund		—		—		28,586		—		28,586		—
Sector Trend Fund		1,080		—		36,964		1,695		38,044		1,695

The Trust may not realize the benefit of these losses to the extent each Fund does not realize gains on investments prior to the expiration of the capital loss carryovers.

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for tax years beginning after December 22, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

For the period ended September 30, 2016, the following Funds utilized losses deferred in prior years against current year capital gains:

Alternatives Diversifier Fund $ 2,742

57

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Capital losses realized after October 31, and certain late year ordinary losses may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal year ended September 30, 2016, the Funds deferred and recognized post-October losses as follows:

	Late Year Ordinary Losses Deferred		Late Year Ordinary Losses Recognized		Capital Loss Deferred		Capital Loss Recognized
Alternatives Diversifier Fund	$	—	$	—	$	2,389	$	2,312
Equity Trend Fund		1,663		9,400		57,335		386,068
Global Equity Trend Fund		207		705		2,051		12,067
Herzfeld Fund		—		—		929		327
Multi-Asset Trend Fund		529		2,881		5,942		28,669
Sector Trend Fund		—		—		22,188		42,927

⁽¹⁾  Amount is less than $500.

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) which are disclosed above) consist of the following:

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains
Alternatives Diversifier Fund	$	316	$	—
Equity Trend Fund		—		—
Global Equity Trend Fund		—		—
Herzfeld Fund		5		—
Multi-Asset Trend Fund		—		—
Sector Trend Fund		2,144		—

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

The tax character of dividends and distributions paid during the years ended September 30, 2016, and 2015, was as follows:

	2016						2015
	Ordinary income		Long-Term Capital Gains		Total		Ordinary income		Long-Term Capital Gains		Total
Alternatives Diversifier Fund	$	414	$	—	$	414	$	2,015	$	—	$	2,015
Equity Trend Fund		—		—		—		360,775		1,049,270		1,410,045
Global Equity Trend Fund		—		—		—		5,789		13,389		19,178
Herzfeld Fund		1,846		460		2,306		1,424		315		1,739
Multi-Asset Trend Fund		285		—		285		18,666		40,699		59,365
Sector Trend Fund		2,635		—		2,635		41,833		170,484		212,317

Note 11. Reclassifications of Capital Accounts

($ reported in thousands)

For financial reporting purposes, book basis capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Permanent reclassifications can arise from differing treatment of certain income and gain transactions, nondeductible current year net operating losses, expiring capital loss carryovers and investments in passive foreign investment companies. The reclassifications have no impact on the net assets or net asset value of the Funds. As of September 30, 2016, the Funds recorded reclassifications to increase (decrease) the accounts as listed below:

	Capital Paid in on Shares of Beneficial Interest			Undistributed Net Investment Income (Loss)			Accumulated Net Realized Gain (Loss)
Alternatives Diversifier Fund	$	20		$	(77	)	$	57
Equity Trend Fund		138,232			10,672			(148,904	)
Global Equity Trend Fund		(816	)		816			—
Herzfeld Fund		—			417			(417	)
Multi-Asset Trend Fund		(3,194	)		3,134			60

Note 12. Plans of Reorganization

A. On October 22, 2015, the Board of Trustees of Virtus Opportunities Trust approved an Agreement and Plan of Reorganization (the “Plan”) with respect to Virtus Dynamic Trend Fund (the “Merged Fund”), a series of Virtus Opportunities Trust, and Virtus Equity Trend Fund (the “Acquiring Fund”), a series of Virtus Opportunities Trust, which provided for the transfer of all of the assets of the Merged Fund for shares of the Acquiring Fund and the assumption of the liabilities of the Merged Fund. The purpose of the transaction was to eliminate the offering of overlapping Funds with similar investment objectives and similar investment strategies within the Virtus Mutual Fund Complex, while simultaneously creating

58

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

economies of scale for the surviving Funds that were intended to lower Fund expenses. For financial reporting purposes, assets received and shares issued by the Acquiring Fund were recorded at fair value; however, the cost basis of the investments received from the Merged Fund was carried forward to align ongoing reporting of the Acquiring Fund’s realized and unrealized gains and losses with amounts distributable to shareholders for tax purposes.

On January 15, 2016, Class B shares were converted into Class A shares in the Merged Fund.

The acquisition was accomplished by a tax-free exchange of shares on February 5, 2016. The share transactions associated with the merger are as follows:

Merged Fund	Shares Outstanding			Acquiring Fund	Shares Converted			Merged Fund Net Asset Value of Converted Shares
Virtus Dynamic Trend Fund	Class	A	9,028	Virtus Equity Trend Fund	Class	A	7,287	$	82,432
		C	15,688			C	11,669		128,740
		I	14,645			I	11,946		135,785
		R	9			R	7		85

The net assets and net unrealized appreciation (depreciation) immediately before the acquisition were as follows:

Merged Fund	Net Assets		Unrealized Appreciation (Depreciation)		Acquiring       Fund	Net Assets
Virtus Dynamic Trend Fund	$	347,042	$	1,481	Virtus Equity Trend Fund	$1,271,368

Assuming the acquisition had been completed on October 1, 2015, the Virtus Equity Trend Fund results of operations for the period ended September 30, 2016, would have been as follows:

Net investment income (loss)	$	2,270	(a)
Net gain (loss) on investments		(13,042	)(b)
Net increase (decrease) in assets from operations	$	(10,772	)

^(a)  $(3,505), as reported in the Statement of Operations, plus $5,775 Net Investment Income from Virtus Dynamic Trend Fund pre-merger.

^(b)  $16,480, as reported in the Statement of Operations, plus $(29,522) Net Realized and Unrealized Gain (Loss) on Investments from Virtus Dynamic Trend Fund pre-merger.

Because the combined Funds have been managed as an integrated single Fund since the completion date it is also not feasible to separate the income/(losses) and gains/(losses) of the merged Virtus Dynamic Trend Fund that have been included in the acquiring Virtus Equity Trend Fund Statement of Operations since February 5, 2016.

Note 13. Illiquid and Restricted Securities

Investments are generally considered illiquid if they cannot be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by a Fund. Additionally, the following information is also considered in determining liquidity: the frequency of trades and quotes for the investment, whether the investment is listed for trading on a recognized domestic exchange and/or whether two or more brokers are willing to purchase or sell the security at a comparable price, the extent of market making activity in the investment and the nature of the market for investment. Illiquid securities are footnoted as such at the end of each Fund’s Schedule of Investments, where applicable. However, a portion of such footnoted securities could be liquid where it is determined that some, though not all, of the position could be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the applicable Fund.

Restricted securities are illiquid securities, as defined above, not registered under the Securities Act of 1933, as amended (the “1933 Act”). Generally, 144A securities are excluded from this category, except where defined as illiquid.

Each Fund will bear any costs, including those involved in registration under the 1933 Act, in connection with the disposition of such securities.

At September 30, 2016, the Funds did not hold any securities that were illiquid.

Note 14. Exemptive Order

On August 23, 2010, the SEC issued an amended order under Section 12(d)(1)(J) of the 1940 Act granting an exemption from Sections 12(d)(1)(A) and (B) of the 1940 Act and under Sections 6(c) and 17(b) of the 1940 Act granting an exemption from Section 17(a) of the 1940 Act, which permits the Trust to invest in other affiliated and unaffiliated funds, including exchange-traded funds, in each case subject to certain conditions.

Note 15. Regulatory Matters and Litigation

From time to time, the Trust, the Adviser and/or Subadviser(s) and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

59

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Funds.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part and denying in part the defendants’ motions to dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Funds.

Note 16. Subsequent Events

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued, and has determined that there are no subsequent events requiring recognition or disclosure in these financial statements.

60

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of

Virtus Opportunities Trust and

Shareholders of the Funds:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Global Equity Trend Fund, Virtus Herzfeld Fund, Virtus Multi-Asset Trend Fund, and Virtus Sector Trend Fund (constituting funds within Virtus Opportunities Trust, hereafter referred to as the “Funds”) at September 30, 2016, the results of their operations for the year then ended, the changes in each of their net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian and brokers, and transfer agent of the investee funds, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

61

VIRTUS OPPORTUNITIES TRUST

TAX INFORMATION NOTICE

SEPTEMBER 30, 2016

For the fiscal year ended September 30, 2016, the Funds make the following disclosures for federal income tax purposes. Below is listed the percentages, or the maximum amount allowable, of its ordinary income dividends (“QDI”) to qualify for the lower tax rates applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Funds which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The actual percentage of QDI and DRD for the calendar year will be designated in year-end tax statements. The Funds designate the amounts below as long-term capital gains dividends (“LTCG”) taxable at a 20% rate, or lower depending on the shareholder’s income ($ reported in thousands). LTCG amounts, if subsequently different, will be designated in the next annual report.

Fund	QDI			DRD			LTCG
Alternatives Diversifier Fund		100	%		100	%	$	—
Equity Trend Fund		—			—			—
Global Equity Trend Fund		—			—			—
Herzfeld Fund		34			14			—
Multi-Asset Trend Fund		—			—			—
Sector Trend Fund		100			100			—

For the fiscal year ended September 30, 2016, certain Funds are disclosing the following information pursuant to notice requirements of Section 853(a) and 855(d) of the Internal Revenue Code, as amended, and the Treasury Regulations thereunder ($ reported in thousands):

	Foreign Source Income Recognized		Foreign Taxes Paid on Foreign Source Income
Alternatives Diversifier Fund	$	88	$	7
Herzfeld Fund		147		9

62

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

At a special meeting of shareholders of all series of Virtus Equity Trust, Virtus Insight Trust and Virtus Opportunities Trust, held on May 19, 2016, shareholders of Virtus Opportunities Trust (the “Trust”) voted on the following proposals:

Proposal 1.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To elect six Trustees to serve on the Board of Trustees until the next meeting of shareholders at which Trustees are elected.
George R. Aylward		1,145,056,198.477		24,756,597.221		0
Thomas J. Brown		1,144,160,222.050		25,652,573.650		0
Donald C. Burke		1,145,758,834.912		24,053,960.790		0
Roger A. Gelfenbien		1,144,297,795.833		25,514,999.865		0
John R. Mallin		1,144,938,076.292		24,874,719.410		0
Hassell H. McClellan		1,143,864,433.134		25,948,362.566		0

Shareholders of the Trust voted to approve the above proposal.

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus CA Tax Exempt Bond Fund		1,258,194.893		91,895.368		41,271.245
Virtus Emerging Markets Debt Fund		3,015,152.206		198.283		0
Virtus Emerging Markets Equity Income Fund		3,672,832.400		0		0
Virtus Emerging Markets Opportunities Fund		620,793,093.034		25,302,093.728		9,306,937.262
Virtus Emerging Markets Small-Cap Fund		494,281.793		0		0
Virtus Essential Resources Fund		504,931.913		0		0
Virtus Foreign Opportunities Fund		27,726,679.250		666,663.374		564,703.507
Virtus Greater European Opportunities Fund		818,457.900		37,502.974		15,676.215
Virtus International Small-Cap Fund		3,074,638.276		5,991.041		10,261.000
Virtus International Wealth Masters Fund		518,044.295		0		0
Virtus Low Duration Income Fund		10,449,114.393		779,684.940		311,840.943
Virtus Multi-Sector Intermediate Bond Fund		11,147,670.008		724,253.699		406,427.672
Virtus Multi-Sector Short Term Bond Fund		618,834,424.483		21,316,032.964		14,819,955.463

Shareholders of the Funds listed above voted to approve the above proposal.

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Foreign Opportunities Fund		27,568,524.708		741,409.046		648,118.377
Virtus Multi-Sector Short Term Bond Fund		615,281,810.614		22,749,361.497		16,939,237.795

Shareholders of the Funds listed above voted to approve the above proposal.

63

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

JULY 18, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund, Virtus Wealth Masters Fund, Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund, held on July 18, 2016, shareholders of the Funds voted on the following proposals:

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus Global Equity Trend Fund		2,071,338.688		221,721.989		61,016.655
Virtus Global Opportunities Fund		6,475,669.315		399,601.579		221,211.057
Virtus Herzfeld Fund		2,285,754.412		134,756.871		89,510.278
Virtus International Equity Fund		347,976.498		45,434.960		4,980.529
Virtus Low Volatility Equity Fund		234,510.520		7,334.000		90,835.796
Virtus Real Estate Securities Fund		14,196,247.698		691,146.713		476,502.196
Virtus Sector Trend Fund		14,380,526.646		1,274,297.224		1,097,176.679
Virtus Wealth Masters Fund		2,759,756.937		182,003.481		154,822.394
Virtus Alternatives Diversifier Fund		2,054,425.037		135,901.800		177,500.739
Virtus Equity Trend Fund		47,080,228.694		3,814,318.119		2,960,680.324
Virtus Multi-Asset Trend Fund		7,428,521.065		660,946.728		521,389.418
Virtus Tax-Exempt Bond Fund		7,423,225.114		802,129.342		492,588.498

Shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund and Virtus Wealth Masters Fund voted to approve the above proposal. Shareholders of Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund did not approve the above proposal.

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Sector Trend Fund		14,250,883.760		1,251,197.022		1,249,922.768
Virtus Real Estate Securities Fund		13,928,178.018		864,726.603		570,992.984

Shareholders of Virtus Sector Trend Fund voted to approve the above proposal. Shareholders of Virtus Real Estate Securities Fund did not approve the above proposal.

Proposal 7.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Multi-Sector Short Term Bond Fund		238,431,276.605		411,212,271.419		20,011,935.573
Virtus Real Estate Securities Fund		9,635,396.247		5,113,977.185		614,521.174
Virtus Sector Trend Fund		9,706,807.226		5,648,494.88		1,396,703.437

Shareholders of the Funds listed above did not approve the above proposal.

64

FUND MANAGEMENT TABLES

Information pertaining to the trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

65

FUND MANAGEMENT TABLES (Continued)

Interested Trustee

The individual listed below is an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, as amended, and the rules and regulations thereunder.

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

Officers

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

66

Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Global Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Sector Trend Fund, each a series of Virtus Opportunities Trust

Supplement dated September 7, 2016 to the Summary and Statutory Prospectuses dated January 28, 2016

IMPORTANT NOTICE TO INVESTORS

As approved by the Board of Trustees of Virtus Opportunities Trust, effective September 7, 2016, the funds’ current subadviser, Euclid Advisors LLC (“Euclid”) is removed as subadviser. Accordingly, effective September 7, 2016, all references to Euclid as subadviser to the funds, and to David Dickerson, Carlton Neel and Amy Robinson as portfolio managers, are hereby removed from the funds’ prospectuses. Virtus Investment Advisers, Inc., the funds’ investment adviser, will continue to serve as investment adviser and will be responsible for the day-to-day management of the funds.

Additional disclosure changes resulting from the removal of the subadviser are described below and are also effective September 7, 2016.

Virtus Alternatives Diversifier Fund

The disclosure under “Portfolio Management” in the summary prospectuses and in the summary section of the statutory prospectus is hereby replaced with the following:

> Warun Kumar, Senior Managing Director and Portfolio Manager at VIA, is a manager of the fund. Mr. Kumar has served as a Portfolio Manager of the fund since September 2016.

Virtus Equity Trend Fund, Virtus Global Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Sector Trend Fund

The disclosure under “Portfolio Management” in the summary prospectuses and in the summary section of the statutory prospectus is hereby replaced with the following:

> Michael Davis, a Managing Director at VIA is a manager of the fund. Mr. Davis has served as a Portfolio Manager of the fund since September 2016.

> Brendan R. Finneran, Managing Director and Equity Trader at VIA, is a manager of the fund. Mr. Finneran has served as a Portfolio Manager of the fund since September 2016.

> Robert F. Hofeman, Jr., Managing Director and Equity Trader at VIA, is a manager of the fund. Mr. Hofeman has served as a Portfolio Manager of the fund since September 2016.

> Warun Kumar, Senior Managing Director and Portfolio Manager at VIA, is a manager of the fund. Mr. Kumar has served as a Portfolio Manager of the fund since May 2015.

All Funds

Under “The Adviser” on page 179 of the statutory prospectus, the following disclosure replaces the second sentence of the third paragraph: “For Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Global Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Sector Trend Fund, VIA is responsible for the day-to-day management of the fund’s investments and manages the investments of the fund to conform with its investment policies as described in this prospectus.”

Additionally, the table in this section is hereby amended by deleting the rows for Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Global Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Sector Trend Fund.

Under “The Subadvisers” on page 182 of the statutory prospectus, the table showing subadvisory fees is hereby amended by deleting the rows for Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Global Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Sector Trend Fund.

In the section “Portfolio Management” on page 188 of the statutory prospectus, the section under the subheading “VIA” is hereby replaced in its entirety with the following:

Virtus Alternatives Diversifier  Fund	Warun Kumar (since September  2016)
Virtus Equity Trend Fund	Michael Davis (since September 2016) Brendan R. Finneran (since  September 2016) Robert F. Hofeman, Jr. (since September 2016) Warun Kumar (since May 2015)
Virtus Global Equity Trend Fund	Michael Davis (since September 2016) Brendan R. Finneran (since September 2016) Robert F. Hofeman, Jr. (since September 2016) Warun Kumar (since May 2015)
Virtus Multi-Asset Trend Fund	Michael Davis (since September 2016) Brendan R. Finneran (since September 2016) Robert F. Hofeman, Jr. (since September 2016) Warun Kumar (since May 2015)
Virtus Sector Trend Fund	Michael Davis (since September 2016) Brendan R. Finneran (since September 2016) Robert F. Hofeman, Jr. (since September 2016) Warun Kumar (since May 2015)

Michael Davis. Mr. Davis is a Managing Director at Virtus Investment Advisers (since 2014) and has over 15 years of experience in the financial services industry, including investment management and capital markets. Prior to joining Virtus in 2014, he was a founding partner of Varick Asset Management, an independent alternative manager focused on the development of innovative portfolio solutions and investment strategies. Before forming Varick, Mr. Davis worked in the institutional asset management division of Barclays Capital, focused on quantitative and derivative-based investment strategies. Prior to Barclays, he worked in the derivative structuring group at Lehman Brothers. Mr. Davis started his career at Merrill Lynch in the asset-backed finance business.

Brendan R. Finneran. Mr. Finneran serves as Managing Director and Equity Trader at VIA (since September 2016) and has served in the same capacity at Rampart Investment Management Company, LLC, an affiliate of VIA (since July 2008) Mr. Finneran has 12 years of investment experience. Prior to Rampart, he was trader and operations manager at Andover Capital Advisors (2003 to 2008), where he was responsible for operational account management (processing and settlement) for all equity, option, bond, bank debt, CDS and swap trades. Prior to Andover Capital Advisors, Mr. Finneran held various positions at Cone Jacquards and Robert Fleming as Account Manager.

Robert F. Hofeman, Jr. Mr. Hofeman serves as Managing Director and Equity Trader at VIA (since September 2016) and has served in the same capacity at Rampart Investment Management Company, LLC, an affiliate of VIA (since May 2012). Mr. Hofeman has more than 12 years of investment experience. Prior to Rampart, he was an equity trading consultant for Linedata (2010 to 2012) where he translated buy-side business processes to the technology staff. Previously, Mr. Hofeman was a vice president of Evergreen Investments (2007 to 2009), where he traded stocks, options and futures, and was the primary trader at Ironwood Investment Management, LLC (2002 to 2007), focusing on small cap stocks and assisting with the research processes.

Warun Kumar. Mr. Kumar is Senior Managing Director and Portfolio Manager at VIA (since April 2015), and Portfolio Manager at Virtus Alternative Investment Advisers, Inc., an affiliate of VIA (since May 2014). He also serves as the Chief Investment Officer for Rampart Investment Management LLC, an affiliate of VIA (since October 2015). Before joining Virtus, Mr. Kumar was founder and managing partner of Varick Asset Management, an independent alternative manager focused on the development of innovative portfolio solutions and investment strategies for high net worth investors and institutional clients (2010 to 2014). Prior to forming Varick, Mr. Kumar was the U.S. head of Barclays Capital Fund Solutions, where he led the investment committee and managed business expansion throughout the Americas (2007 to 2010). Mr. Kumar’s investment management career began at Volaris Advisors, where he was a partner and headed the derivative advisory business. In addition to these roles, Mr. Kumar has held senior positions in the capital markets divisions of Lehman Brothers and Robertson Stephens, and was a founding partner of Sigma Advisors, an alternative investment advisory firm. Mr. Kumar began his financial services career in 1993 as a member of JP Morgan’s equity derivatives business.

All other disclosure concerning the fund, including fees and expenses, remains unchanged from the prospectuses dated January 28, 2016.

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020/AltDivTrendFundsVIAChanges (9/2016)

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301-9668

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Nancy J. Engberg, Vice President and Chief Compliance Officer

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl Street

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public

Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services	1-800-243-1574
Adviser Consulting Group	1-800-243-4361
Website	Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

P.O. Box 9874

Providence, RI 02940-8074

For more information about Virtus Mutual Funds,

please call your financial representative, or contact us

at 1-800-243-1574 or Virtus.com

8454 11-16

ANNUAL REPORT

Virtus Multi-Sector Short Term Bond Fund

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Virtus Multi-Sector Short Term Bond Fund

(“Multi-Sector Short Term Bond Fund”)

Message to Shareholders	1
Disclosure of Fund Expenses	2
Key Investment Terms	4
Fund Summary	6
Schedule of Investments	9
Statement of Assets and Liabilities	39
Statement of Operations	40
Statements of Changes in Net Assets	41
Financial Highlights	42
Notes to Financial Statements	46
Report of Independent Registered Public Accounting Firm	58
Tax Information Notice	59
Results of Shareholder Meeting	60
Fund Management Tables	62

PROXY VOTING PROCEDURES AND VOTING RECORD (FORM N-PX)

The subadviser votes proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees of the Trust (“Trustees,” or the “Board”). You may obtain a description of these procedures, along with information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

FORM N-Q INFORMATION

The Trust files a complete schedule of portfolio holdings for the Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Virtus Multi-Sector Short Term Bond Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To My Fellow Shareholders of Virtus Mutual Funds:

	I am pleased to present this annual report that reviews the performance of your fund for the 12 months ended September 30, 2016. During the first half of the fiscal year, global equity markets were challenged by falling oil prices, China’s slowdown, and concerns over the Federal Reserve’s (“the Fed”) first rate hike in nine years, which occurred in December 2015. Equities plummeted in early 2016, but stabilizing oil prices and the Fed’s softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By
the end of September, U.S. equity markets had recovered much of their losses, and the 12-month period was positive for many asset classes. For the 12 months ended September 30, 2016, U.S. small-cap stocks kept pace with U.S. large-cap stocks, as measured by the 15.47% and 15.43% returns of the Russell 2000® Index and S&P 500® Index, respectively. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.78%, while the MSCI EAFE® Index (net) returned 6.52%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.06% one year earlier. For the 12 months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.19%, while non-investment grade bonds rose 12.73%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success.
Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016 Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

DISCLOSURE OF FUND EXPENSES (Unaudited)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Virtus Multi-Sector Short Term Bond Fund (the “Fund”) you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class T shares; and (2) ongoing costs, including investment advisory fees, distribution and service fees, and other expenses. Class C shares are sold without a sales charge. Class I shares are sold without a sales charge and do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

2

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

DISCLOSURE OF FUND EXPENSES (Unaudited) (Continued)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Actual
Class A	$	1,000.00	$	1,043.00		1.01	%	$	5.16
Class B		1,000.00		1,040.70		1.51			7.70
Class C		1,000.00		1,041.10		1.26			6.43
Class T		1,000.00		1,040.80		1.76			8.98
Class I		1,000.00		1,044.30		0.76			6.44
Hypothetical (5% return before expenses)
Class A		1,000.00		1,019.95		1.01			5.10
Class B		1,000.00		1,017.45		1.51			7.62
Class C		1,000.00		1,018.70		1.26			6.36
Class T		1,000.00		1,016.20		1.76			8.87
Class I		1,000.00		1,018.70		0.76			6.36

* Expenses are equal to the Fund’s annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses were included, the expenses would have been higher.

You can find more information about the Fund’s expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus.

3

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

KEY INVESTMENT TERMS

SEPTEMBER 30, 2016 (Unaudited)

Bank of Japan (“BOJ”)

The Bank of Japan is the Japanese Central Bank.

BofA Merrill Lynch 1–3 Year A–BBB US Corporate Index

The BofA Merrill Lynch 1–3 Year A–BBB US Corporate Index measures performance of U.S. investment grade corporate bond issues rated “BBB” and “A” by Standard & Poor’s/Moody’s with maturities between one and three years. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges and it is not available for direct investment.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment-grade fixed-rate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

European Central Bank (“ECB”)

The European Central Bank (ECB) is responsible for conducting monetary policy for the eurozone. The ECB was established as the core of the Eurosystem and the European System of Central Banks (ESCB). The ESCB comprises the ECB and the national central banks (NCBs) of all 17 European Union Member States whether they have adopted the Euro or not.

Exchange-Traded Funds (ETF)

An open-end fund that is traded on a stock exchange. Most ETFs have a portfolio of stocks or bonds that track a specific market index.

Federal Reserve (the “Fed”)

The Central Bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

MSCI EAFE^® Index (net)

The MSCI EAFE^® Index (net) is a free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The

4

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

KEY INVESTMENT TERMS (Continued)

SEPTEMBER 30, 2016 (Unaudited)

index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Real Estate Investment Trust (REIT)

A publicly traded company that owns, develops, and operates income-producing real estate such as apartments, office buildings, hotels, shopping centers, and other commercial properties.

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

5

MULTI-SECTOR SHORT TERM BOND FUND   Fund Summary Portfolio Manager Commentary by Newfleet Asset Management, LLC Ticker Symbols: Class A: NARAX Class B: PBARX Class C: PSTCX Class T: PMSTX Class I: PIMSX

⬛ The Fund is diversified and has an investment objective of providing high current income while attempting to limit changes in the Fund’s net asset value per share caused by interest rate changes.

⬛ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 4.90%; Class B shares returned 4.41%; Class C shares returned 4.58%; Class T shares returned 4.29%; and Class I shares returned 4.94%*. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a broad-based fixed income index, returned 5.19%; and the BofA Merrill Lynch 1–3 Year A–BBB US Corporate Index, the Fund’s style-specific index appropriate for comparison, returned 2.63%.

*See footnote 7 on page 8

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown.

How did the market perform during the Fund’s fiscal year?

⬛ Most fixed income spread sectors outperformed U.S. Treasuries during the fiscal year. The U.S. Federal Reserve’s (“the Fed”) dovish stance in mid-February sparked a rally that turned around a volatile time period that began with fresh concerns over China, plummeting oil prices, and fears that the Fed had raised rates too soon.

⬛ Late in June volatility returned briefly with fallout from the U.K.’s unexpected decision to leave the European Union (”Brexit”). Bond yields in the U.S., Japan, and across Europe fell to historic lows in early July as investors fled to the safety of bonds on global growth concerns fueled by the June 23 Brexit decision. Markets recovered rather quickly however from the initial shock. Easing by major

central banks and a weaker U.S. dollar helped to improve global risk sentiment and stabilize markets.

⬛ September brought heightened concerns over the ability and willingness of global central banks to fight chronic low inflation and weak growth as the decision by the European Central Bank (“ECB”) to leave interest rates and its stimulus program unchanged was a precipitating factor in a widespread market sell-off, reinforced by fears that the Bank of Japan (“BOJ”) had run out of quantitative easing tools. Hawkish signals from the Fed added to the volatility. The BOJ subsequently decided not to reduce interest rates further but to shift its focus to stabilizing rates for longer maturity government bonds. This bolstered market sentiment, as did the Fed’s eventual decision to stand pat at its September monetary policy meeting.

⬛ Over the last 12 months, U.S. Treasury yields increased for shorter term bonds while yields decreased for intermediate to longer term bonds.

What factors affected the Fund’s performance during its fiscal year?

⬛ The underperformance of U.S. Treasuries relative to most fixed income spread sectors was the key driver of the Fund’s outperformance for the fiscal year.

⬛ The Fund’s allocation to corporate high yield and emerging market high yield securities were the largest positive contributors to performance for the fiscal year.

⬛ The Fund’s allocation to asset-backed securities and commercial mortgage-backed securities detracted from performance.

The preceding information is the opinion of portfolio management only through the end of the period stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

6

MULTI-SECTOR SHORT TERM BOND FUND (Continued)

not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

ABS/MBS: Changes in interest rates can cause both extension and prepayment risks for asset- and mortgage-backed securities. These securities are also subject to risks associated with the repayment of underlying collateral.

Bank Loans: Loans may be unsecured or not fully collateralized, may be subject to restrictions on resale and/or trade infrequently on the secondary market. Loans can carry significant credit and call risk, can be difficult to value and have longer settlement times than other investments, which can make loans relatively illiquid at times.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

Asset Allocations
The following table presents the portfolio holdings within certain sectors as a percentage of total investments as of September 30, 2016.
Corporate Bonds and Notes			35	%
Financials	13	%
Energy	6
Industrials	4
All other Corporate Bonds and Notes	12
Mortgage-Backed Securities			25
Asset-Backed Securities			19
Loan Agreements			12
Foreign Government Securities			6
Other			3
Total			100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms on page 4.

7

MULTI-SECTOR SHORT TERM BOND FUND (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 Year			5 Years			10 Years			Since Inception			Inception Date
Class A Shares at NAV2		4.90	%		3.96	%		4.68	%		—			—
Class A Shares at POP3,4		2.54			3.49			4.44			—			—
Class B Shares at NAV2		4.41			3.42			4.16			—			—
Class B Shares with CDSC4		2.91			3.42			4.16			—			—
Class C Shares at NAV2		4.58			3.70			4.41			—			—
Class T Shares at NAV2 and with CDSC4		4.29			3.19			3.90			—			—
Class I Shares at NAV2,7		4.94			4.17			—			5.31	%		6/6/08
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			3.08			4.79			4.585			—
BofA Merrill Lynch 1–3 Year A–BBB US Corporate Index		2.63			2.50			3.60			3.285			—

Fund Expense Ratios⁶: A Shares: 0.97%; B Shares: 1.47%; C Shares: 1.22%; T Shares: 1.72%; I Shares: 0.72%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gain distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 2.25% sales charge.

⁴  CDSC (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for Class B shares decline from 2% to 0% over a three-year period. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class T shares are 1% within the first year and 0% thereafter.

⁵ The since inception index returns are from the inception date of Class I shares.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios.

⁷  Total Return for the report period presented in the table differs from the return in the Financial Highlights. The total return presented in the above table is calculated based on the NAV at which shareholder transactions were processed. The total return presented in the Financial Highlights section of the report is calculated in the same manner, but also takes into account certain adjustments that are necessary under generally accepted accounting principals required in the annual report and semiannual report.

Growth of $10,000 for periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class B, Class C and Class T shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

8

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
U.S. GOVERNMENT SECURITIES—1.3%
U.S. Treasury Note
1.375%, 1/31/21	$	23,135		$	23,388
1.250%, 3/31/21		60,800			61,118
1.625%, 2/15/26		12,600			12,631
TOTAL U.S. GOVERNMENT SECURITIES (Identified Cost $96,990)					97,137
MUNICIPAL BONDS—0.1%
Virginia—0.1%
Tobacco Settlement Financing Corp. Series A-1, Taxable 6.706%, 6/1/46		4,635			3,981
TOTAL MUNICIPAL BONDS (Identified Cost $4,307)					3,981
FOREIGN GOVERNMENT SECURITIES—5.7%
Argentine Republic
144A 6.250%, 4/22/19(3)		7,200			7,636
144A 7.500%, 4/22/26(3)		12,545			14,157
7.875%, 6/15/27(3)		5,000			5,359
Series NY, 8.280%, 12/31/33		24,360			28,075
Bolivarian Republic of Venezuela
RegS 7.000%, 12/1/18(4)		20,999			14,846
RegS 7.750%, 10/13/19(4)		19,501			12,081
Democratic Socialist Republic of Sri Lanka 144A 6.000%, 1/14/19(3)		17,450			18,042
Federative Republic of Brazil 8.500%, 1/5/24		37,050	BRL		10,524
Treasury Note Series F, 10.000%, 1/1/25		37,510	BRL		10,958
6.000%, 4/7/26		10,400			11,544
10.250%, 1/10/28		13,095	BRL		4,087
Mongolia
RegS 5.125%, 12/5/22(4)		4,455			3,932

	PAR VALUE			VALUE
FOREIGN GOVERNMENT SECURITIES (continued)
144A 5.125%, 12/5/22(3)	$	4,855		$	4,285
Provincia de Buenos Aires Argentina 144A 5.750%, 6/15/19(3)		5,795			6,024
Republic of Chile 5.500%, 8/5/20		11,647,000	CLP		18,840
Republic of Colombia
Treasury Note, Series B, 11.250%, 10/24/18		21,072,000	COP		7,992
9.850%, 6/28/27		41,350,000	COP		17,498
Republic of Indonesia Series FR56, 8.375%, 9/15/26		386,635,000	IDR		32,291
Republic of Kazakhstan 144A 5.125%, 7/21/25(3)		6,495			7,320
Republic of Panama 3.875%, 3/17/28		10,455			11,318
Republic of Romania 144A 6.750%, 2/7/22(3)		7,000			8,442
Republic of South Africa
Series R203, 8.250%, 9/15/17		134,520	ZAR		9,875
Series R208, 6.750%, 3/31/21		111,235	ZAR		7,718
Republic of Turkey
9.000%, 3/8/17		30,355	TRY		10,167
5.625%, 3/30/21		16,375			17,439
6.250%, 9/26/22		25,545			28,100
4.875%, 10/9/26		6,820			6,957
Russian Federation 144A 7.850%, 3/10/18(3)		1,005,000	RUB		15,816
State of Qatar 144A 3.250%, 6/2/26(3)		11,745			11,939
Sultanate of Oman
144A 3.625%, 6/15/21(3)		9,610			9,701
144A 4.750%, 6/15/26(3)		5,295			5,314

See Notes to Financial Statements

9

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
FOREIGN GOVERNMENT SECURITIES (continued)
United Mexican States Series M, 6.500%, 6/9/22		512,474	MXN	$	27,296
TOTAL FOREIGN GOVERNMENT SECURITIES (Identified Cost $414,800)					405,573
MORTGAGE-BACKED SECURITIES—25.1%
Agency—5.0%
FHLMC 3.500%, 4/1/46	$	24,048			25,370
FNMA
5.500%, 1/1/17		3			3
6.000%, 5/1/17		2			2
4.500%, 4/1/18		46			47
5.000%, 10/1/19		179			185
5.500%, 2/1/20		49			50
5.500%, 3/1/20		17			17
5.500%, 3/1/20		11			11
5.500%, 3/1/20		28			29
5.500%, 3/1/20		56			58
5.500%, 4/1/20		138			145
5.000%, 6/1/20		240			251
4.000%, 8/1/25		8,325			8,753
3.000%, 6/1/27		908			955
2.500%, 5/1/28		14,346			14,907
3.000%, 10/1/30		34,860			36,633
3.000%, 10/1/30		24,894			26,155
2.500%, 2/1/31		39,997			41,469
3.000%, 2/1/31		15,326			16,106
6.000%, 12/1/32		36			41
5.500%, 2/1/33		47			54
5.500%, 5/1/34		271			306
6.000%, 8/1/34		195			227
5.500%, 11/1/34		148			166
5.500%, 11/1/34		138			155
6.000%, 11/1/34		141			162
5.500%, 12/1/34		101			115
5.500%, 1/1/35		243			277
5.500%, 7/1/37		3			4
6.000%, 7/1/37		34			39
6.000%, 4/1/38		147			168
5.000%, 12/1/39		5,341			5,987
4.500%, 4/1/40		7,173			7,882
5.000%, 8/1/40		10,700			11,920
4.000%, 10/1/40		133			142
4.000%, 3/1/41		4,989			5,377

	PAR VALUE		VALUE
Agency (continued)
4.500%, 5/1/41	$	4,860	$	5,332
3.500%, 4/1/42		10,446		11,064
3.000%, 3/1/43		53,775		56,101
3.000%, 5/1/43		15,633		16,290
4.000%, 10/1/44		24,662		26,495
3.500%, 12/1/45		23,492		24,785
3.500%, 1/1/46		11,114		11,726
GNMA
6.500%, 11/15/31		19		22
6.500%, 2/15/32		22		25
				356,008
Non-Agency—20.1%
A-10 Securitization LLC 13-1, A 144A 2.400%, 11/15/25(3)		56		56
ABN AMRO Mortgage Corp. 02-9, M 5.750%, 12/25/32		561		539
Access Point Financial, Inc. 15-A, A 144A 2.610%, 4/15/20(3)		4,578		4,575
Agate Bay Mortgage Trust 13-1, 144A 3.500%, 7/25/43(2)(3)		4,945		5,080
American Homes 4 Rent 15-SFR1, A 144A 3.467%, 4/17/52(3)		11,880		12,653
Americold LLC Trust 10-ARTA, A1 144A 3.847%, 1/14/29(3)		7,071		7,389
Ameriquest Mortgage Securities, Inc. 03-10, AF6 5.210%, 11/25/33(2)		616		634
Asset Backed Funding Certificates 05-AQ1, A6 4.780%, 6/25/35(2)		2,024		2,083
Aventura Mall Trust 13-AVM, A 144A 3.743%, 12/5/32(2)(3)		10,350		11,121
Banc of America Commercial Mortgage Trust 07-2, A4 5.791%, 4/10/49(2)		10,813		10,869

See Notes to Financial Statements

10

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
Banc of America Funding Trust
04-4, 3A1 4.750%, 10/25/19	$	1,474	$	1,450
04-B, 2A1 2.886%, 11/20/34(2)		676		664
05-1, 1A1 5.500%, 2/25/35		433		434
06-2, 3A1 6.000%, 3/25/36		2,130		2,193
16- R1, A1 144A 2.500%, 3/25/40(2)(3)		7,029		6,983
Banc of America Mortgage Trust
04-7, 6A3 4.500%, 8/25/19		511		509
04-11, 5A1 6.500%, 8/25/32		819		825
04-11, 2A1 5.750%, 1/25/35		1,371		1,390
05-3, 1A15 5.500%, 4/25/35		1,508		1,518
Bank of America (Countrywide) Asset-Backed Certificates 05-1, AF5A 5.148%, 7/25/35(2)		11,078		10,985
Bank of America (Merrill Lynch – Countrywide) Alternative Loan Trust 04-22CB, 1A1 6.000%, 10/25/34		21,773		23,279
Bank of America (Merrill Lynch – Countrywide) Asset-Backed Certificates
04-10, AF6 4.485%, 12/25/34(2)		404		416
05-12, 2A3 5.069%, 2/25/36(2)		1,243		1,247

	PAR VALUE		VALUE
Non-Agency (continued)
Bank of America (Merrill Lynch – Countrywide) Home Loan Mortgage Pass-Through-Trust
04-6, 1A2 3.018%, 5/25/34(2)	$	1,350	$	1,337
04-4, A6 5.500%, 5/25/34		1,008		1,019
Bank of America (Merrill Lynch) Mortgage Investors, Inc. 98-C1, B 6.750%, 11/15/26(2)		9,072		9,206
Bank of America (Merrill Lynch) Investors Series 04-A4, A1 2.855%, 8/25/34(2)		1,523		1,541
Barclays (Lehman Brothers) – UBS Commercial Mortgage Trust
07-C2, A3 5.430%, 2/15/40		3,857		3,888
07-C6, A4 5.858%, 7/15/40(2)		12,864		13,022
07-C7, A3 5.866%, 9/15/45(2)		10,626		11,008
Bayview Commercial Asset Trust 08-1, A3 144A 2.025%, 1/25/38(2)(3)		22,486		21,959
Bayview Financial Acquisition Trust
07-A, 1A2 6.205%, 5/28/37(2)		6,067		6,291
06-A, 1A4 6.087%, 2/28/41(2)		16,408		16,760
BCRR Trust 09-1, 2A 144A 5.858%, 7/17/40(2)(3)		2,667		2,667
Citigroup – Deutsche Bank Commercial Mortgage Trust 07-CD4, A4 5.322%, 12/11/49		1,943		1,951

See Notes to Financial Statements

11

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
Citigroup Commercial Mortgage Trust
16-A Smpl A 2.228%, 9/10/31	$	3,555	$	3,555
07-C6, A1A 5.900%, 12/10/49(2)		26,033		26,515
07-C6, A4 5.900%, 12/10/49(2)		388		395
08-C7, AM 6.333%, 12/10/49(2)		12,335		12,759
10-RR3, MLSR 144A 5.810%, 6/14/50(2)(3)		3,337		3,366
Citigroup Mortgage Loan Trust, Inc.
03-UP3, A2 7.000%, 9/25/33		673		697
04-UST1, A3 2.704%, 8/25/34(2)		1,358		1,359
04-NCM2, 2CB2 6.750%, 8/25/34		10,707		11,156
14-A, A 144A 4.000%, 1/25/35(2)(3)		11,435		11,873
05-5, 2A3 5.000%, 8/25/35		443		443
15-PS1, 144A 3.750%, 9/25/42(2)(3)		9,916		10,259
15-A, A1 144A 3.500%, 6/25/58(2)(3)		4,327		4,415
Colony American Finance Ltd. 15-1 144A 2.896%, 10/15/47(3)		10,871		11,003
Colony Multi-Family Mortgage Trust 14-1, A 144A 2.543%, 4/20/50(3)		13,595		13,556
COLT Mortgage Loan Trust Funding LLC
16-1 A1, 144A 3.000%, 5/25/46(3)		5,905		5,955
16-2, A1 144A 2.750%, 9/25/46(2)(3)		14,770		14,856
Commercial Mortgage Lease-Backed Certificates 01-CMB, 1 144A 7.471%, 6/20/31(2)(3)		4,080		4,625

	PAR VALUE		VALUE
Non-Agency (continued)
Commercial Mortgage Trust
10-C1, D 144A 6.323%, 7/10/46(2)(3)	$	6,669	$	7,329
07-GG11, AM 5.867%, 12/10/49(2)		19,989		20,631
Credit Suisse Commercial Mortgage Trust
07-C1, A1A 5.361%, 2/15/40		19,589		19,672
14-LVR2, A2 144A 3.855%, 4/25/44(2)(3)		11,018		11,426
07-C2, A3 5.542%, 1/15/49(2)		638		639
Credit Suisse Commercial Mortgage-Backed Trust 07-C5, A1AM 5.870%, 9/15/40(2)		21,039		19,330
Credit Suisse First Boston Mortgage Securities Corp.
03-27, 5A3 5.250%, 11/25/33		1,414		1,429
04-8, 7A1 6.000%, 12/25/34		5,438		5,693
13-HYB1, A16,144A 3.017%, 4/25/43(2)(3)		6,095		6,105
Credit Suisse Mortgage Capital Trust 16-BDWN, A 144A 3.408%, 2/15/29(2)(3)		2,975		2,975
Deutsche Bank – UBS Mortgage Trust 11-LC3A, D 144A 5.510%, 8/10/44(2)(3)		6,306		6,613
Freddie Mac Structured Agency Credit Risk Debt Notes 16-DNA2, M2 2.725%, 10/25/28(2)		4,705		4,782
GAHR Commercial Mortgage Trust 15-NRF, CFX 144A 3.495%, 12/15/34(2)(3)		16,875		17,184

See Notes to Financial Statements

12

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
GMAC Mortgage Corp. Loan Trust
04-AR1, 12A 3.441%, 6/25/34(2)	$	6,212	$	6,282
05-AR1, 5A 3.287%, 3/18/35(2)		2,270		2,226
Goldman Sachs Mortgage Securities Trust
07-GG10, A4 5.988%, 8/10/45(2)		18,265		18,541
07-GG10, A1A 5.988%, 8/10/45(2)		2,957		3,008
GSAA Home Equity Trust
05-1, AF4 5.619%, 11/25/34(2)		452		467
05-12, AF3W 4.999%, 9/25/35(2)		4,153		4,201
GSR Mortgage Loan Trust 06-1F, 2A4 6.000%, 2/25/36		897		787
Hilton USA Trust 13-HLT, EFX 144A 5.609%, 11/5/30(2)(3)		21,980		22,014
Home Equity Loan Trust
06-HI1, M1 6.010%, 2/25/36(2)		1,088		1,093
07-HSA3, AI4 6.110%, 6/25/37(2)		9,928		9,988
IMC Home Equity Loan Trust 97-5, A9 7.310%, 11/20/28		2,447		2,454
Jefferies Resecuritization Trust
14-R1, 1A1 144A 4.000%, 12/27/37(3)		5,652		5,651
14-R1, 2A1 144A 4.000%, 12/27/37(3)		4,043		4,037
JPMorgan Chase (Bear Stearns) Adjustable Rate Mortgage Trust 04-10, 14A1 3.018%, 1/25/35(2)		1,383		1,352

	PAR VALUE		VALUE
Non-Agency (continued)
JPMorgan Chase (Bear Stearns) Commercial Mortgage Securities Trust
06-PW14, AM 5.243%, 12/11/38	$	5,000	$	5,005
07- PW17, A4 5.694%, 6/11/50(2)		19,697		20,238
07-PW18, AM, 6.084%, 6/11/50(2)		12,400		12,820
JPMorgan Chase (Washington Mutual) Mortgage Pass-Through Certificates Trust
04-CB1, 5A 5.000%, 6/25/19		742		751
03-AR6, A1 2.901%, 6/25/33(2)		860		856
03-AR4, 2A1 2.591%, 8/25/33(2)		265		260
04-CB1, 2A 5.000%, 6/25/34		2,627		2,671
JPMorgan Chase Commercial Mortgage Securities Trust
09-IWST, A1 144A 4.314%, 12/5/27(3)		4,586		4,775
10-CNTR, A2 144A 4.311%, 8/5/32(3)		7,503		8,072
15-SGP, B 144A 3.274%, 7/15/36(2)(3)		13,925		13,949
11-C4, A3 144A 4.106%, 7/15/46(3)		1,895		1,970
06-LDP9, AM 5.372%, 5/15/47		24,850		24,927
14- C22, A4 3.801%, 9/15/47		16,998		18,557
07-LDPX, AM 5.464%, 1/15/49(2)		19,391		19,010
07-LD12, A4 5.882%, 2/15/51(2)		15,899		16,246
JPMorgan Chase Mortgage Trust
14-2, 2A2 144A 3.500%, 6/25/29(2)(3)		10,654		10,960

See Notes to Financial Statements

13

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
06-A2, 4A1 3.183%, 8/25/34(2)	$	1,594	$	1,597
04-A4, 2A1 3.032%, 9/25/34(2)		5,507		5,574
05-A1, 4A1 3.156%, 2/25/35(2)		713		718
05-A2, 4A1 2.670%, 4/25/35(2)		942		924
05-A4, 3A1 2.799%, 7/25/35(2)		4,175		4,122
06-A6, 3A3L 3.229%, 10/25/36(2)		1,499		1,278
14-1, 1A1 144A 4.000%, 1/25/44(2)(3)		21,482		22,663
16-1, M2 144A 3.750%, 4/25/45(2)(3)		17,266		17,837
15-4, 1A4 144A 3.500%, 6/25/45(2)(3)		11,578		11,965
16-2, M2 144A 3.750%, 12/25/45(2)(3)		17,079		17,685
16-1, A3 144A 3.500%, 5/25/46(3)		13,946		14,404
11-C4, A4, 144A 4.388%, 7/15/46(3)		5,175		5,644
JPMorgan Chase Trust
15-1, AM1 144A 2.661%, 12/25/44(2)(3)		19,626		19,579
15-5, A2 144A 2.892%, 5/25/45(2)(3)		18,593		18,892
JPMorgan Mortgage Trust
14-OAK4, A16 144A 4.000%, 9/25/44(2)(3)		6,173		6,344
16-1, A3 144A 3.500%, 10/25/46(2)(3)		6,980		7,243
Key Commercial Mortgage Securities Trust 07-SL1, B 144A 5.897%, 12/15/40(2)(3)		5,344		5,355
MASTR Adjustable Rate Mortgages Trust 04-12, 3A1 3.237%, 11/25/34(2)		992		982

	PAR VALUE		VALUE
Non-Agency (continued)
MASTR Alternative Loan Trust
04-7, 4A1 4.500%, 7/25/19	$	1,833	$	1,848
03-8, 2A1 5.750%, 11/25/33		5,261		5,432
04-4, 6A1 5.500%, 4/25/34		2,765		2,860
04-6, 7A1 6.000%, 7/25/34		5,532		5,395
04-7, 9A1 6.000%, 8/25/34		12,822		13,232
05-2, 2A1 6.000%, 1/25/35		3,301		3,411
05-2, 1A1 6.500%, 3/25/35		9,371		9,653
MASTR Asset Securitization Trust 05-1, 1A1 5.000%, 5/25/20		407		410
Mill City Mortgage Trust
15-1, A3 144A 3.000%, 6/25/56(2)(3)		11,900		12,031
16-1, A1 144A 2.500%, 4/25/57(2)(3)		4,204		4,227
Morgan Stanley – Bank of America (Merrill Lynch) Trust 13-C13, AS 4.266%, 11/15/46		1,735		1,926
Morgan Stanley Capital Barclays Bank Trust 16-Mart, A 144A 2.200%, 9/13/31(3)		12,395		12,412
Morgan Stanley Capital I Trust
08-T29, AM 6.477%, 1/11/43(2)		1,610		1,682
07-IQ14, A4 5.692%, 4/15/49(2)		17,390		17,579
07-IQ14, AM 5.865%, 4/15/49(2)		15,932		15,410
07- LQ16, A4 5.809%, 12/12/49		16,735		17,208

See Notes to Financial Statements

14

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
Morgan Stanley Mortgage Loan Trust
04-2AR, 3A 2.643%, 2/25/34(2)	$	1,384	$	1,377
04-2AR, 4A 2.701%, 2/25/34(2)		1,067		1,073
Morgan Stanley Residential Mortgage Loan Trust 14-1A, A1 144A 2.973%, 6/25/44(2)(3)		6,637		6,727
Motel 6 Trust
15-MTL6, B 144A 3.298%, 2/5/30(3)		7,775		7,769
15-MTL6, D 144A 4.532%, 2/5/30(3)		1,500		1,505
New Residential Mortgage Loan Trust
16-2A, A1 144A 3.750%, 11/25/35(2)(3)		11,240		11,675
14-1A, A 144A 3.750%, 1/25/54(2)(3)		16,471		17,120
14-2A, 3A 144A 3.750%, 5/25/54(2)(3)		1,869		1,941
14-3A, AFX3 144A 3.750%, 11/25/54(2)(3)		15,115		15,644
15-2A, A1 144A 3.750%, 8/25/55(2)(3)		11,019		11,480
16-1A, A1 144A 3.750%, 3/25/56(2)(3)		9,459		9,802
16-3A, A1 144A 3.750%, 9/25/56(2)(3)		9,755		10,176
Nomura Asset Acceptance Corp. 04-R3, A1 144A 6.500%, 2/25/35(3)		6,882		6,772
Novastar Mortgage Funding Trust Series 04-4, M5 2.250%, 3/25/35(2)		3,556		3,471
Residential Accredit Loans, Inc. 05-QS1, A5 5.500%, 1/25/35		778		777
Residential Asset Mortgage Products Trust 05-SL2, A4 7.500%, 2/25/32		1,837		1,858

	PAR VALUE		VALUE
Non-Agency (continued)
Residential Asset Mortgage Products, Inc.
04-SL2, A3 7.000%, 10/25/31	$	1,780	$	1,850
04-SL1, A8 6.500%, 11/25/31		2,133		2,161
04-SL4, A3 6.500%, 7/25/32		1,231		1,247
03-RS8, AI7 5.015%, 9/25/33(2)		303		306
Residential Asset Securitization Trust
03-A11, A9 5.750%, 11/25/33		2,473		2,508
04-A1, A5 5.500%, 4/25/34		11,293		11,335
Residential Funding Mortgage Securities I, Inc. 06-S12, 1A1 5.500%, 12/25/21		733		741
Sequoia Mortgage Trust
13-1, 1A1 1.450%, 2/25/43(2)		2,372		2,304
14-2, A1 144A 4.000%, 7/25/44(2)(3)		7,590		7,895
14-3, A9 144A 3.750%, 10/25/44(2)(3)		15,981		16,590
14-4, A6 144A 3.500%, 11/25/44(2)(3)		16,870		17,373
15-1, A1 144A 3.500%, 1/25/45(2)(3)		8,281		8,514
Structured Adjustable Rate Mortgage Loan Trust
04-4, 3A4 2.993%, 4/25/34(2)		2,142		2,111
04-4, 3A2 2.993%, 4/25/34(2)		2,776		2,755
04-4, 3A1 2.993%, 4/25/34(2)		628		617
04-5, 3A2 2.938%, 5/25/34(2)		1,250		1,264
04-14, 7A 2.938%, 10/25/34(2)		10,929		10,894

See Notes to Financial Statements

15

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
Structured Asset Securities Corp. 03-AL1, A 144A 3.357%, 4/25/31(3)	$	7,345	$	7,231
Structured Asset Securities Corp. Mortgage-Pass-Through Certificates
02-AL1, A3 3.450%, 2/25/32		8,887		8,811
03-30, 2A1 5.063%, 10/25/33(2)		2,798		2,844
03-33H, 1A1 5.500%, 10/25/33		3,660		3,733
03-34A, 6A 3.125%, 11/25/33(2)		2,555		2,512
04-15, 3A3 5.500%, 9/25/34		1,895		1,907
Towd Point Mortgage Trust
15-1, A2 144A 3.250%, 10/25/53(2)(3)		8,961		9,106
15-3, A1B 144A 3.000%, 3/25/54(2)(3)		5,324		5,436
16-1, A1B, 144A 2.750%, 2/25/55(2)(3)		8,711		8,849
15-5, A1B 144A 2.750%, 5/25/55(2)(3)		7,524		7,606
15-5, A2 144A 3.500%, 5/25/55(2)(3)		3,901		3,943
16-3, A1 144A 2.250%, 8/25/55(2)(3)		8,141		8,137
16-2, A1 144A 3.000%, 8/25/55(2)(3)		8,468		8,644
16-4, A1 144A 2.250%, 7/25/56(2)(3)		10,905		10,951
15-2, 1M1 144A 3.250%, 11/25/60(2)(3)		6,878		6,707
Vericrest Opportunity Loan Transfer
15-NP11, A1 144A 3.625%, 7/25/45(2)(3)		5,935		5,951
16-NPL9, A1 144A 3.500%, 9/25/46(2)(3)		8,380		8,379
15-NPL3, A1 144A 3.375%, 10/25/58(2)(3)		10,762		10,740

	PAR VALUE		VALUE
Non-Agency (continued)
Vericrest Opportunity Loan Trust
16-NPL8, A1 144A 3.500%, 7/25/46(2)(3)	$	1,260	$	1,261
14-NP10, A1 144A 3.375%, 10/25/54(2)(3)		1,656		1,655
14-NPL9, A1 144A 3.375%, 11/25/54(2)(3)		5,862		5,858
15-NPL4, A1 144A 3.500%, 2/25/55(2)(3)		2,991		2,993
Wells Fargo (Wachovia Bank) Commercial Mortgage Trust
07-C30, A5 5.342%, 12/15/43		19,765		19,891
07-C30, AM 5.383%, 12/15/43		25,695		25,925
07-C31, A4 5.509%, 4/15/47		4,505		4,546
07-31, AM 5.591%, 4/15/47(2)		34,000		34,455
07-C32, A3 5.889%, 6/15/49(2)		7,432		7,555
07-C33, A5 6.158%, 2/15/51(2)		1,265		1,298
Wells Fargo – Royal Bank of Scotland plc Commercial Mortgage Trust 11-C5, C 144A 5.866%, 11/15/44(2)(3)		2,425		2,683
Wells Fargo Mortgage Backed Securities Trust
06-17, A1 5.500%, 11/25/21		114		115
03-G, A1 2.895%, 6/25/33(2)		1,227		1,230
03-J, 5A1 2.972%, 10/25/33(2)		388		391
04-4, A9 5.500%, 5/25/34		1,672		1,705
04-U, A1 3.034%, 10/25/34(2)		1,036		1,030
04-Z, 2A1 2.855%, 12/25/34(2)		5,215		5,305

See Notes to Financial Statements

16

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
MORTGAGE-BACKED SECURITIES (continued)
Non-Agency (continued)
04-CC, A1 2.859%, 1/25/35(2)	$	2,348	$	2,363
05-12, 1A1 5.500%, 11/25/35		3,172		3,208
05-14, 2A1 5.500%, 12/25/35		2,485		2,569
07-16, 1A1 6.000%, 12/28/37		2,662		2,750
07-AR10, 2A1 6.162%, 1/25/38(2)		3,099		2,989
				1,441,720
TOTAL MORTGAGE-BACKED SECURITIES
(Identified Cost $1,776,822)				1,797,728
ASSET-BACKED SECURITIES—18.8%
American Credit Acceptance Receivables Trust
14-3, C 144A 3.430%, 6/10/20(3)		19,200		19,314
16- 1A, B 144A 4.240%, 6/13/22(3)		7,500		7,776
AmeriCredit Automobile Receivables Trust
12-3, D 3.030%, 7/9/18		19,144		19,175
12-4, D 2.680%, 10/9/18		7,150		7,159
14-2, C 2.180%, 6/8/20		19,450		19,634
14-1, D 2.540%, 6/8/20		18,320		18,557
15-3, C 2.730%, 3/8/21		9,730		9,927
Applebee’s LLC 14-1, A2 144A 4.277%, 9/5/44(3)		25,168		25,579
Arbys Funding LLC 15-1A, A2 144A 4.969%, 10/30/45(3)		5,955		6,074
Ascentium Equipment Receivables 15-A1, B 144A 2.260%, 6/10/21(3)		5,400		5,457

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
Associates Manufactured Housing Pass-Through Certificates 96-1, B1 8.000%, 3/15/27(2)	$	974	$	1,006
Avis Budget Rental Car Funding LLC
(AESOP) 12-3A, A 144A 2.100%, 3/20/19(3)		23,085		23,152
(AESOP) 13-2A, A 144A 2.970%, 2/20/20(3)		2,635		2,687
(AESOP) 16-1A, A 144A 2.990%, 6/20/22(3)		18,500		18,978
BankAmerica Manufactured Housing Contract Trust 98-1, B1 7.810%, 8/10/25(2)		1,150		1,171
Barclays (Lehman Brothers) Manufactured Housing Contract Trust 01-B, A3 4.350%, 4/15/40		2,247		2,289
BCC Funding VIII LLC
14-A, B 144A 3.123%, 8/20/20(3)		2,799		2,796
14-1A, C 144A 4.216%, 8/20/20(3)		5,519		5,519
BCC Funding XIII LLC 144A, Series 16-1, Class D 4.780%, 8/22/22(3)		5,392		5,392
BXG Receivables Note Trust
10-A, A 144A 5.100%, 3/2/26(3)		1,026		1,036
12-A, A 144A 2.660%, 12/2/27(3)		3,105		3,094
13-A, A 144A 3.010%, 12/4/28(3)		6,248		6,313
15-A, A 144A 2.880%, 5/2/30(3)		2,566		2,543

See Notes to Financial Statements

17

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
California Republic Auto Receivables Trust
13-1, B 144A 2.240%, 1/15/19(3)	$	11,600	$	11,664
14-2, B 2.340%, 4/15/20		7,090		7,182
15-3, B 2.700%, 9/15/21		3,705		3,774
16-1, B 3.430%, 2/15/22		4,615		4,768
Capital Auto Receivables Asset Trust
13-1, C 1.740%, 10/22/18		4,654		4,659
15-2, C 2.670%, 8/20/20		7,250		7,326
16-3, C 2.350%, 9/20/21		8,935		8,940
CarFinance Capital Auto Trust
13-1A, B 144A 2.750%, 11/15/18(3)		1,617		1,624
13-A1, C 144A 3.450%, 3/15/19(3)		2,210		2,230
13-2A, B 144A 3.150%, 8/15/19(3)		8,162		8,213
14-1A, B 144A 2.720%, 4/15/20(3)		5,550		5,585
14-2A, B 144A 2.640%, 11/16/20(3)		3,455		3,478
14-2A, C 144A 3.240%, 11/16/20(3)		2,765		2,779
15-A1, B 144A 2.910%, 6/15/21(3)		6,000		6,048
CarMax Auto Owner Trust
14-2, B 1.880%, 11/15/19		1,000		1,008
15-2, C 2.390%, 3/15/21		2,275		2,308
CarNow Auto Receivables Trust
14-1A, D 144A 4.160%, 11/15/18(3)		3,000		3,020
14-1A, E 144A 5.530%, 1/15/20(3)		8,350		8,365

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
15-2,C 144A 3.880%, 4/15/20(3)	$	6,205	$	6,239
CCG Receivables Trust 14-1, B 144A 2.150%, 11/15/21(3)		5,080		5,097
Centre Point Funding LLC 12-2A, 1 144A 2.610%, 8/20/21(3)		11,207		11,120
Cheesecake Restaurant Holdings, Inc. 13-1A, A2 144A 4.474%, 3/20/43(3)		19,921		19,973
Citi Held For Asset Issuance 15-PM3, B 144A 4.310%, 5/16/22(3)		24,650		24,693
Conn Funding II LP 144A, 16-B, A 3.730%, 10/15/18(3)		13,315		13,314
Consumer Installment Loan Trust 16-LD1, A 144A 3.960%, 7/15/22(3)		4,299		4,319
CPS Auto Receivables Trust
16-C, B 144A 2.480%, 9/15/20(3)		3,000		3,027
16-B, 144A 3.180%, 9/15/20(3)		4,500		4,599
DB Master Finance LLC
15-1A, A2I 144A 3.262%, 2/20/45(3)		4,925		4,951
15-A1, A2II 144A 3.980%, 2/20/45(3)		13,807		14,114
Diamond Resorts Owner Trust 14-1, A 144A 2.540%, 5/20/27(3)		8,322		8,333
Direct Capital Funding IV LLC 13-A1, C 144A 4.830%, 11/20/20(3)		5,000		5,010
DRB Prime Student Loan Trust 15-D, A3 144A 2.500%, 1/25/36(3)		5,665		5,689

See Notes to Financial Statements

18

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
Drive Auto Receivables Trust
15-DA, B 144A 2.590%, 12/16/19(3)	$	3,920	$	3,940
16-AA, B 144A 3.170%, 5/15/20(3)		7,310		7,412
15-AA, C 144A 3.060%, 5/17/21(3)		23,685		23,891
15-AA, D 144A 4.120%, 7/15/22(3)		13,120		13,459
Drug Royalty II LP 1 14-1, A2 144A 3.484%, 7/15/23(3)		16,148		15,910
Drug Royalty III LP 1 16-1A, A 144A 3.979%, 4/15/27(3)		4,376		4,358
DT Auto Owner Trust
14-1A, C 144A 2.640%, 10/15/19(3)		3,827		3,833
14-2A, C 144A 2.460%, 1/15/20(3)		7,017		7,036
16-1A, B 144A 2.790%, 5/15/20(3)		5,200		5,249
14-3A, C 144A 3.040%, 9/15/20(3)		10,090		10,183
15-1A, C 144A 2.870%, 11/16/20(3)		7,000		7,063
15-3A, C 144A 3.250%, 7/15/21(3)		2,285		2,312
14-3A, D 144A 4.470%, 11/15/21(3)		4,180		4,268
16-2A, C 144A 3.670%, 1/17/22(3)		8,555		8,741
16-3A C,144A 3.150%, 3/15/22(3)		8,485		8,558
16-4A C,144A 2.740%, 10/17/22(3)		12,785		12,783
Exeter Automobile Receivables Trust
12-2A, C 144A 3.060%, 7/16/18(3)		4,650		4,664
13-2A, B 144A 3.090%, 7/16/18(3)		473		473
14-1A, B 144A 2.420%, 1/15/19(3)		5,006		5,010
13-1A, C 144A 3.520%, 2/15/19(3)		18,289		18,393

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
14-1A, C 144A 3.570%, 7/15/19(3)	$	15,830	$	15,973
14-2A, C 144A 3.260%, 12/16/19(3)		14,615		14,772
15-A1, C 144A 4.100%, 12/15/20(3)		15,930		16,192
15-2A, C 144A 3.900%, 3/15/21(3)		18,705		18,943
14-3A, D 144A 5.690%, 4/15/21(3)		15,995		16,364
15-3A, D 144A 6.550%, 10/17/22(3)		3,375		3,462
Fairway Outdoor Funding LLC 12-1A, A2 144A 4.212%, 10/15/42(3)		20,255		20,457
First Investors Auto Owner Trust 15-1A, C 144A 2.710%, 6/15/21(3)		5,000		5,040
Flagship Credit Auto Trust
16-1, A 144A 2.770%, 12/15/20(3)		4,930		4,978
14-2, D 144A 5.210%, 2/15/21(3)		9,560		9,691
15-1, D 144A 5.260%, 7/15/21(3)		3,565		3,632
15-2, C 144A 4.080%, 12/15/21(3)		6,495		6,501
16-2, B 144A 3.840%, 9/15/22(3)		4,175		4,353
16-3, D 144A 3.890%, 11/15/22(3)		5,900		5,879
Foundation Finance Trust 16-1A, A 144A 3.960%, 6/15/35(3)		3,622		3,617
Foursight Capital Automobile Receivables Trust
16-1 A2, 144A 2.870%, 10/15/21(3)		7,865		7,922
14-1, B 144A 3.560%, 11/22/21(3)		4,704		4,717
15-1, B 144A 4.120%, 9/15/22(3)		5,589		5,653
GLS Auto Receivables Trust 16-1A, B 144A 4.390%, 1/15/21(3)		10,500		10,745

See Notes to Financial Statements

19

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
Gold Key Resorts LLC 14-A, A 144A 3.220%, 3/17/31(3)	$	7,861	$	7,885
Greater Capital Association of Realtors 15-1A, C 9.790%, 10/15/25		8,195		8,363
Hertz Vehicle Financing LLC
11-1A, A2 144A 3.290%, 3/25/18(3)		14,960		15,033
15-2A, A 144A 2.020%, 9/25/19(3)		4,845		4,824
16 -1A, A144A 2.320%, 3/25/20(3)		8,800		8,844
Hilton Grand Vacations Trust
13-A, A 144A 2.280%, 1/25/26(3)		7,117		7,089
14-AA, A 144A 1.770%, 11/25/26(3)		9,809		9,736
Hyundai Auto Receivables Trust
14-B, D 2.510%, 12/15/20		9,675		9,729
15-A, D 2.730%, 6/15/21		8,950		9,028
IndyMac Manufactured Housing Contract 98-1, A3 6.370%, 9/25/28		854		873
LEAF Receivables Funding 10 LLC
15-1, D 144A 3.740%, 5/17/21(3)		800		795
15-1, E1 144A 5.210%, 7/15/21(3)		4,500		4,493
LEAF Receivables Funding 11 LLC 16-1, E1 144A 5.500%, 4/15/23(3)		5,000		4,978
LEAF Receivables Funding 9 LLC
13-1,E2 C 144A 3.460%, 9/15/21(3)		6,850		6,844
13-1, D 144A 5.110%, 9/15/21(3)		1,186		1,208

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
Leaf Receivables Funding 9 LLC 10 LLC 15-1, E2 144A 6.000%, 6/15/23(3)	$	2,455	$	2,405
LEAF Receivables Funding 9 LLC 11 LLC 16-1, E2 144A 6.000%, 6/15/24(3)		4,170		3,887
Marriott Vacation Club Owner Trust
12-1A, A 144A 2.510%, 5/20/30(3)		12,419		12,505
10-1A, A 144A 3.540%, 10/20/32(3)		374		380
10-1A, B 144A 4.520%, 10/20/32(3)		730		744
MVW Owner Trust
15-1A, B 144A 2.960%, 12/20/32(3)		1,607		1,619
16-1A, A 144A 2.250%, 12/20/33(3)		6,765		6,750
National City Mortgage Capital Trust 08-1, 2A1 6.000%, 3/25/38		1,717		1,784
NCF Dealer Floorplan Master Trust 16-1A, A 144A 3.782%, 3/21/22(2)(3)		9,000		8,836
OneMain Direct Auto Receivables Trust 16-1A, B 144A 2.760%, 5/15/21(3)		5,000		5,024
OneMain Financial Issuance Trust
14-1A, A 144A 2.430%, 6/18/24(3)		10,143		10,152
15-2A, A 144A 2.570%, 7/18/25(3)		19,675		19,744
15-A, A 144A 3.190%, 3/18/26(3)		26,301		26,568
Orange Lake Timeshare Trust
12-AA, A 144A 3.450%, 3/10/27(3)		3,441		3,485
15-AA, A 144A 2.880%, 9/8/27(3)		6,647		6,700

See Notes to Financial Statements

20

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
14-AA, A 144A 2.290%, 7/9/29(3)	$	2,963	$	2,948
Prestige Auto Receivables Trust 14-1A, C 144A 2.390%, 5/15/20(3)		7,000		6,973
Santander Drive Auto Receivables Trust
12-6, C 1.940%, 3/15/18		245		245
12-5, C 2.700%, 8/15/18		766		767
12-6, D 2.520%, 9/17/18		17,455		17,538
13-1, D 2.270%, 1/15/19		21,925		22,092
13-3, C 1.810%, 4/15/19		5,400		5,412
14-3, C 2.130%, 8/17/20		16,400		16,487
16-2, B 2.080%, 2/16/21		8,250		8,309
Security National Automotive Acceptance Company Receivables Trust 14-1A, C 144A 2.210%, 1/15/20(3)		8,382		8,397
Sierra Timeshare Receivables Funding LLC
12-2A, B 144A 3.420%, 3/20/29(3)		1,719		1,726
12-3A, A 144A 1.870%, 8/20/29(3)		6,507		6,464
13-1A, A 144A 1.590%, 11/20/29(3)		2,386		2,376
14-1A, A 144A 2.070%, 3/20/30(3)		2,342		2,330
14-2A, A 144A 2.050%, 6/20/31(3)		3,356		3,358
16-1A, A 144A 3.080%, 3/21/33(3)		8,115		8,256
16-2A, A 144A 2.330%, 7/20/33(3)		8,129		8,130
Silverleaf Finance LLC
XVII 13-A, A 144A 2.680%, 3/16/26(3)		2,835		2,812

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
XVIII 14-A, A 144A 2.810%, 1/15/27(3)	$	2,050	$	2,031
Silverleaf Finance XV LLC 12-D, A 144A 3.000%, 3/17/25(3)		3,046		3,048
Skopos Auto Receivables Trust 15-2A, A 144A 3.550%, 2/15/20(3)		3,765		3,767
SLM Private Education Loan Trust
13-B, A2A 144A 1.850%, 6/17/30(3)		4,500		4,497
13-C, A2A 144A 2.940%, 10/15/31(3)		5,000		5,102
SoFi Professional Loan Program LLC
14-B, A2 144A 2.550%, 8/27/29(3)		1,083		1,099
15-A, A2 144A 2.420%, 3/25/30(3)		4,362		4,415
16-A, A2 144A 2.760%, 12/26/36(3)		2,143		2,196
SolarCity LMC Series III LLC 14-2, A 144A 4.020%, 7/20/44(3)		8,027		7,556
Structured Asset Securities Corp. Mortgage Pass-Through Certificates 01-SB1, A2 3.375%, 8/25/31		1,538		1,521
SVO VOI Mortgage Corp. 12-AA, A 144A 2.000%, 9/20/29(3)		8,041		7,955
Taco Bell Funding LLC 16-1A, A21 144A 3.832%, 5/25/46(3)		16,945		17,183
TCF Auto Receivables Owner Trust
14-1A, B 144A 2.330%, 5/15/20(3)		1,733		1,736
14-1A, C 144A 3.120%, 4/15/21(3)		2,035		2,049
Tidewater Auto Receivables Trust
14-AA, C 144A 2.560%, 8/15/19(3)		3,500		3,511

See Notes to Financial Statements

21

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
16-AA, B 144A 3.130%, 3/15/20(3)	$	7,393	$	7,506
Trip Rail Master Funding LLC
11-1A, A1A 144A 4.370%, 7/15/41(3)		11,738		12,021
14-1A, A1 144A 2.863%, 4/15/44(3)		9,635		9,594
U-Haul S Fleet LLC 10-BT1A, 1 144A 4.899%, 10/25/23(3)		31,497		31,869
United Auto Credit Securitization Trust
16-1, B 144A 2.730%, 5/15/18(3)		4,880		4,901
16-2, C 144A 2.480%, 3/10/20(3)		9,425		9,431
Volvo Financial Equipment LLC 14-1A, C 144A 1.940%, 11/15/21(3)		6,000		6,016
VSE VOI Mortgage LLC 16-A, A 144A 2.540%, 7/20/33(3)		7,955		7,980
Welk Resorts LLC
13-AA, A 144A 3.100%, 3/15/29(3)		3,382		3,416
15-AA, A 144A 2.790%, 6/16/31(3)		5,656		5,662
Wendy’s Funding LLC
15-1A, A2II 144A 3.371%, 6/15/45(3)		5,360		5,384
15-1A, A2II 144A 4.080%, 6/15/45(3)		20,164		20,477
Westgate Resorts LLC 16-1A, A 144A 3.500%, 12/20/28(3)		7,104		7,109
Westlake Automobile Receivables Trust
14-1A, C 144A 1.700%, 11/15/19(3)		1,538		1,538
15-1A, C 144A 2.290%, 11/16/20(3)		8,500		8,537
16-2A C, 144A 2.830%, 5/17/21(3)		3,190		3,230

	PAR VALUE		VALUE
ASSET-BACKED SECURITIES (continued)
15-3A, D,144A 4.400%, 5/17/21(3)	$	10,000	$	10,184
TOTAL ASSET-BACKED SECURITIES
(Identified Cost $1,333,454)				1,341,950
CORPORATE BONDS AND NOTES—34.6%
Consumer Discretionary—2.6%
Alibaba Group Holding Ltd. 2.500%, 11/28/19		6,600		6,732
Caesars Entertainment Operating Co., Inc. 9.000%, 2/15/20(15)		3,625		3,752
CCO Holdings LLC 144A 5.500%, 5/1/26(3)		6,820		7,161
Clear Channel Worldwide Holdings, Inc. Series B 7.625%, 3/15/20		18,230		18,162
Columbus Cable Barbados Ltd. Series B,144A 7.375%, 3/30/21(3)		5,990		6,378
Delphi Automotive plc 3.150%, 11/19/20		15,000		15,532
Diamond Resorts International, Inc. 144A 7.750%, 9/1/23(3)		590		594
Hanesbrands, Inc. 144A 4.625%, 5/15/24(3)		5,830		6,012
Hyundai Capital America 144A 2.125%, 10/2/17(3)		2,940		2,955
International Game Technology plc
144A 5.625%, 2/15/20(3)		3,245		3,460
144A 6.250%, 2/15/22(3)		5,190		5,550
Landry’s, Inc. 144A 9.375%, 5/1/20(3)		7,530		7,908
M/I Homes, Inc. 6.750%, 1/15/21		4,675		4,920

See Notes to Financial Statements

22

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Consumer Discretionary (continued)
Marriott International, Inc. Series N, 3.125%, 10/15/21	$	13,545	$	14,130
MGM Growth Properties Operating Partnership LP (MGP Finance Co-Issuer, Inc.) 144A 5.625%, 5/1/24(3)		1,740		1,887
Newell Brands, Inc.
3.150%, 4/1/21		1,925		2,006
3.850%, 4/1/23		825		878
4.200%, 4/1/26		1,665		1,814
QVC, Inc. 3.125%, 4/1/19		12,765		13,088
Scientific Games International, Inc. 144A 7.000%, 1/1/22(3)		5,625		5,977
SFR (Numericable) Group S.A.
144A 6.000%, 5/15/22(3)		4,580		4,689
144A 7.375%, 5/1/26(3)		7,075		7,241
Toll Brothers Finance Corp.
4.000%, 12/31/18		5,080		5,277
6.750%, 11/1/19		9,716		10,979
5.625%, 1/15/24		915		981
4.875%, 11/15/25		8,520		8,754
TRI Pointe Group, Inc.
4.375%, 6/15/19		13,872		14,340
4.875%, 7/1/21		3,740		3,843
Wyndham Worldwide Corp. 2.500%, 3/1/18		2,960		2,991
				187,991
Consumer Staples—0.3%
ESAL GmbH 144A 6.250%, 2/5/23(3)		8,600		8,385
Whole Foods Market, Inc. 144A 5.200%, 12/3/25(3)		14,325		15,567
				23,952

	PAR VALUE		VALUE
Energy—5.9%
Afren plc 144A 11.500%, 2/1/17(3)(9)	$	4,674	$	18
Alberta Energy Co., Ltd. 8.125%, 9/15/30		8,110		9,592
Anadarko Petroleum Corp.
4.850%, 3/15/21		3,845		4,146
5.550%, 3/15/26		5,455		6,209
Antero Resources Corp. 5.625%, 6/1/23		6,835		6,997
Blue Racer Midstream LLC 144A 6.125%, 11/15/22(3)		4,595		4,515
Carrizo Oil & Gas, Inc. 6.250%, 4/15/23		4,150		4,129
Cheniere Corpus Christi Holdings LLC 144A 7.000%, 6/30/24(3)		3,795		4,118
Cimarex Energy Co. 4.375%, 6/1/24		11,490		12,007
CNOOC Finance Propriety Ltd. 2.625%, 5/5/20		5,800		5,911
Concho Resources, Inc. 5.500%, 4/1/23		9,345		9,684
Continental Resources, Inc.
5.000%, 9/15/22		5,035		5,035
4.500%, 4/15/23		3,035		2,929
Ecopetrol S.A. 5.875%, 9/18/23		20,920		22,568
Enbridge Energy Partners LP 4.375%, 10/15/20		3,930		4,149
Encana Corp. 3.900%, 11/15/21		7,960		7,976
Energy Transfer Partners LP 5.200%, 2/1/22		4,855		5,263
EP Energy LLC (Everest Acquisition Finance, Inc.) 9.375%, 5/1/20		11,345		8,112

See Notes to Financial Statements

23

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Energy (continued)
FTS International, Inc. 6.250%, 5/1/22	$	2,245	$	870
KazMunayGas National Co. 144A 6.375%, 4/9/21(3)		4,800		5,310
Kinder Morgan, Inc. 144A 5.625%, 11/15/23(3)		20,300		22,426
Kunlun Energy Co., Ltd. 144A 2.875%, 5/13/20(3)		5,000		5,102
Linn Energy LLC 6.500%, 5/15/19(9)		9,980		2,595
Lukoil OAO International Finance BV 144A 3.416%, 4/24/18(3)		6,000		6,089
Midcontinent Express Pipeline LLC 144A 6.700%, 9/15/19(3)		3,500		3,675
MPLX LP 5.500%, 2/15/23		11,935		12,341
Newfield Exploration Co. 5.625%, 7/1/24		7,925		8,123
NGL Energy Partners LP 5.125%, 7/15/19		18,475		17,459
Occidental Petroleum Corp.
2.600%, 4/15/22		885		904
3.400%, 4/15/26		725		767
Pacific Exploration and Production Corp. 144A 5.375%, 1/26/19(3)(9)		13,565		2,577
Petrobras Global Finance BV
8.375%, 5/23/21		13,005		14,282
8.750%, 5/23/26		405		448
Petroleos de Venezuela S.A
RegS 8.500%, 11/2/17(4)		24,234		20,962
144A 6.000%, 5/16/24(3)		12,980		5,563

	PAR VALUE		VALUE
Energy (continued)
Petroleos Mexicanos
4.875%, 1/24/22	$	16,470	$	16,758
144A 6.875%, 8/4/26(3)		13,475		15,192
PHI, Inc. 5.250%, 3/15/19		6,275		6,071
Pride International, Inc. 8.500%, 6/15/19		4,065		4,421
QEP Resources, Inc.
6.875%, 3/1/21		5,220		5,481
5.250%, 5/1/23		9,530		9,435
Range Resources Corp.
144A 5.000%, 8/15/22(3)		3,730		3,730
144A 5.000%, 3/15/23(3)		8,025		7,885
Regency Energy Partners LP 5.000%, 10/1/22		17,910		18,905
Sabine Oil & Gas Corp. 7.250%, 6/15/19(9)(13)		9,035		168
Sabine Pass Liquefaction LLC
5.625%, 2/1/21		8,000		8,510
6.250%, 3/15/22		8,415		9,214
Sinopec Capital Ltd. 144A 1.875%, 4/24/18(3)		11,750		11,766
Southern Gas Corridor CJSC 144A 6.875%, 3/24/26(3)		6,435		7,226
Sunoco LP 144A 6.375%, 4/1/23(3)		16,520		17,057
Transocean, Inc.
6.800%, 12/15/16		9,280		9,335
144A 9.000%, 7/15/23(3)		3,680		3,597
6.800%, 3/15/38		7,800		5,187
YPF S.A. 144A 8.500%, 3/23/21(3)		7,000		7,829
				420,618

See Notes to Financial Statements

24

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
CORPORATE BONDS AND NOTES (continued)
Financials—12.6%
ABN AMRO Bank N.V. 144A 4.250%, 2/2/17(3)	$	4,425		$	4,466
AerCap Ireland Capital Ltd. (Aercap Global Aviation Trust) 3.950%, 2/1/22		3,670			3,757
Air Lease Corp. 2.625%, 9/4/18		5,495			5,545
Akbank TAS 144A 7.500%, 2/5/18(3)		33,705	TRY		10,709
Ally Financial, Inc.
4.250%, 4/15/21		10,530			10,727
5.750%, 11/20/25		7,090			7,445
Ares Capital Corp.
4.875%, 11/30/18		1,545			1,613
3.875%, 1/15/20		4,286			4,436
3.625%, 1/19/22		4,475			4,508
Australia & New Zealand Banking Group Ltd. 144A 4.400%, 5/19/26(3)		14,195			15,076
Aviation Capital Group Corp. 144A 2.875%, 9/17/18(3)		4,415			4,470
Banco de Credito del Peru 144A 4.250%, 4/1/23(3)		15,500			16,604
Bank of America Corp.
2.000%, 1/11/18		14,905			14,973
5.490%, 3/15/19		2,868			3,099
4.450%, 3/3/26		10,475			11,249
Bank of Baroda 144A 4.875%, 7/23/19(3)		11,775			12,576
Bank of India
144A 3.250%, 4/18/18(3)		10,470			10,672
144A 3.625%, 9/21/18(3)		10,200			10,384
Barclays Bank plc 144A 6.050%, 12/4/17(3)		13,130			13,729
Barclays plc 3.200%, 8/10/21		10,345			10,399

	PAR VALUE			VALUE
Financials (continued)
BBVA Banco Continental S.A. RegS 5.000%, 8/26/22(4)	$	16,280		$	17,867
Berkshire Hathaway, Inc. 2.750%, 3/15/23		1,695			1,762
Blackstone Holdings Finance Co. LLC 144A 6.625%, 8/15/19(3)		7,105			8,053
Bonos del Banco Central de Chile En Pesos 4.500%, 6/1/20		4,570,000	CLP		7,237
Capital One N.A. 2.400%, 9/5/19		5,000			5,079
Citigroup, Inc.
5.500%, 2/15/17		11,730			11,906
4.600%, 3/9/26		10,445			11,162
Comerica Bank, Inc. 5.750%, 11/21/16		5,940			5,974
Corp Financiera de Desarrollo SA 144A 4.750%, 7/15/25(3)		10,000			11,034
Corpbanca SA 144A 3.875%, 9/22/19(3)		4,000			4,175
Discover Bank 8.700%, 11/18/19		1,750			2,019
Drawbridge Special Opportunities Fund LP 144A 5.000%, 8/1/21(3)		14,685			14,114
Fidelity National Financial, Inc. 6.600%, 5/15/17		6,475			6,658
Fifth Third Bancorp 4.500%, 6/1/18		6,745			6,996
First Tennessee Bank N.A. 2.950%, 12/1/19		4,500			4,560
Ford Motor Credit Co. LLC 5.000%, 5/15/18		10,000			10,496
FS Investment Corp. 4.250%, 1/15/20		7,725			7,923

See Notes to Financial Statements

25

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Financials (continued)
General Motors Financial Co., Inc.
3.500%, 7/10/19	$	9,715	$	10,014
4.200%, 3/1/21		7,300		7,690
Genworth Holdings, Inc. 7.625%, 9/24/21		6,910		6,634
Goldman Sachs Group, Inc. (The)
2.350%, 11/15/21		4,425		4,416
4.250%, 10/21/25		24,315		25,604
Guanay Finance Ltd. 144A 6.000%, 12/15/20(3)		26,442		27,004
HBOS plc 144A 6.750%, 5/21/18(3)		685		732
HSBC USA, Inc. 2.625%, 9/24/18		19,485		19,829
Huntington Bancshares, Inc. 7.000%, 12/15/20		17,065		19,834
Hutchison Whampoa International Ltd. Series 12 144A 6.000%(2)(3)(6)(7)		13,210		13,474
ICAHN Enterprises LP 5.875%, 2/1/22		12,875		12,424
ICAHN Enterprises LP (ICAHN Enterprises Finance Corp.) 3.500%, 3/15/17		965		969
ICICI Bank Ltd.
RegS 4.700%, 2/21/18(4)		13,000		13,446
144A 4.000%, 3/18/26(3)		6,505		6,748
Industrial & Commercial Bank of China Ltd. 3.231%, 11/13/19		6,275		6,535
International Lease Finance Corp. 3.875%, 4/15/18		7,635		7,816
iStar Financial, Inc.
4.875%, 7/1/18		12,250		12,357
5.000%, 7/1/19		6,210		6,217

	PAR VALUE			VALUE
Financials (continued)
Jefferies Group LLC
5.125%, 4/13/18	$	6,541		$	6,829
6.875%, 4/15/21		3,725			4,346
JPMorgan Chase & Co.
6.125%, 6/27/17		8,850			9,148
2.295%, 8/15/21		4,495			4,505
JPMorgan Chase Bank N.A. 1.650%, 9/23/19		8,805			8,826
Lazard Group LLC 4.250%, 11/14/20		7,765			8,326
Lincoln National Corp.
8.750%, 7/1/19		15,040			17,702
6.050%, 4/20/67(2)(7)		2,885			2,221
Macquarie Group Ltd.
144A 3.000%, 12/3/18(3)		4,870			4,981
144A 6.000%, 1/14/20(3)		10,950			12,106
Mitsubishi UFJ Financial Group, Inc. 2.950%, 3/1/21		2,500			2,572
Morgan Stanley
144A 10.090%, 5/3/17(3)		22,595	BRL		6,833
4.350%, 9/8/26		20,295			21,679
MUFG Union Bank N.A. 2.625%, 9/26/18		2,700			2,750
Navient Corp. 7.250%, 9/25/23		3,620			3,618
New York Life Global Funding 144A 1.950%, 2/11/20(3)		2,855			2,890
Phosagro OAO (Phosagro Bond Funding Ltd.) 144A 4.204%, 2/13/18(3)(5)		7,800			7,986
PNC Funding Corp. 5.625%, 2/1/17		3,130			3,175
Prudential Financial, Inc. 8.875%, 6/15/38(2)(7)		11,200			12,432
QBE Insurance Group Ltd. 144A 2.400%, 5/1/18(3)		7,750			7,792

See Notes to Financial Statements

26

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Financials (continued)
Regions Bank 7.500%, 5/15/18	$	2,369	$	2,579
Russian Agricultural Bank OJSC (RSHB Capital SA)
144A 5.298%, 12/27/17(3)		13,655		14,016
144A 5.100%, 7/25/18(3)(5)		8,750		8,995
S&P Global, Inc. 3.300%, 8/14/20		15,097		15,849
Santander Holdings USA, Inc.
2.700%, 5/24/19		10,650		10,782
2.650%, 4/17/20		7,540		7,586
SBA Tower Trust
144A 2.933%, 12/15/17(3)		13,275		13,349
144A 3.156%, 10/15/20(3)		6,050		6,109
Sberbank of Russia (Sberbank CapItal SA) 5.717%, 6/16/21(5)		7,000		7,562
Springleaf Finance Corp. 5.250%, 12/15/19		9,585		9,813
State Street Corp. 4.956%, 3/15/18(7)		24,025		25,081
SunTrust Bank, Inc.
6.000%, 9/11/17		4,925		5,125
5.450%, 12/1/17		3,750		3,908
TIAA Asset Management Finance Co. LLC 144A 2.950%, 11/1/19(3)		2,850		2,936
Toronto-Dominion Bank (The) 2.125%, 4/7/21		11,005		11,137
Trinity Acquisition plc
3.500%, 9/15/21		1,485		1,548
4.400%, 3/15/26		9,145		9,583
Turkiye Garanti Bankasi AS 144A 4.750%, 10/17/19(3)		8,500		8,587

	PAR VALUE		VALUE
Financials (continued)
Turkiye Is Bankasi 144A 3.750%, 10/10/18(3)	$	12,630	$	12,507
Turkiye Vakiflar Bankasi Tao 144A 3.750%, 4/15/18(3)		4,000		3,970
UBS Group Funding Jersey Ltd. 144A 2.650%, 2/1/22(3)		8,475		8,458
Vnesheconombank (VEB Finance plc) 144A 6.902%, 7/9/20(3)		16,000		17,400
Wells Fargo & Co. (Wachovia Corp.) 5.625%, 10/15/16		2,500		2,503
Willis North America, Inc. 6.200%, 3/28/17		4,960		5,068
XLIT Ltd. Series E, 2.300%, 12/15/18		9,730		9,845
Zions Bancorp 4.500%, 3/27/17		12,675		12,788
				902,996
Health Care—2.4%
AbbVie, Inc.
2.500%, 5/14/20		11,705		11,949
3.200%, 11/6/22		1,940		2,020
Actavis Capital S.a.r.l.
(Actavis Funding) 3.000%, 3/12/20		2,825		2,912
(Actavis Funding) 3.450%, 3/15/22		3,815		4,005
Alere, Inc. 6.500%, 6/15/20		6,175		6,206
Community Health Systems, Inc. 5.125%, 8/1/21		4,790		4,754
Concordia Healthcare Corp. 144A 7.000%, 4/15/23(3)		1,510		974
Endo Finance LLC 144A 6.000%, 7/15/23(3)		720		659
Express Scripts Holding Co. 3.300%, 2/25/21		2,330		2,449

See Notes to Financial Statements

27

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Health Care (continued)
Forest Laboratories LLC 144A 4.375%, 2/1/19(3)	$	13,430	$	14,154
Fresenius U.S. Finance II, Inc. 144A 4.500%, 1/15/23(3)		2,590		2,713
HCA, Inc. 6.500%, 2/15/20		19,575		21,679
inVentiv Health, Inc. 144A 9.000%, 1/15/18(3)		8,625		8,873
Mylan NV
144A 3.000%, 12/15/18(3)		5,360		5,478
144A 3.150%, 6/15/21(3)		4,065		4,142
Owens & Minor, Inc. 3.875%, 9/15/21		2,485		2,570
Quintiles Transnational Corp. 144A 4.875%, 5/15/23(3)		4,175		4,311
Shire Acquisitions Investments Ireland Dac
1.900%, 9/23/19		3,555		3,558
2.400%, 9/23/21		5,720		5,736
Tenet Healthcare Corp.
4.750%, 6/1/20		4,650		4,743
4.153%, 6/15/20(2)		4,045		4,086
6.000%, 10/1/20		9,560		10,134
8.125%, 4/1/22		6,595		6,628
Teva Pharmaceutical Finance Netherlands III BV
2.200%, 7/21/21		2,670		2,665
2.800%, 7/21/23		2,640		2,648
Universal Health Services, Inc. 144A 4.750%, 8/1/22(3)		4,515		4,662
Valeant Pharmaceuticals International, Inc. 144A 5.375%, 3/15/20(3)		3,060		2,846
Zimmer Biomet Holdings, Inc. 3.150%, 4/1/22		17,905		18,524

	PAR VALUE		VALUE
Health Care (continued)
Zoetis, Inc. 3.450%, 11/13/20	$	2,780	$	2,906
				168,984
Industrials—3.6%
ADT Corp. (The) 6.250%, 10/15/21		13,700		14,967
Air Canada Pass-Through-Trust 13-1, B 144A 5.375%, 5/15/21(3)		19,071		19,643
America West Airlines Pass-Through-Trust 01-1, G 7.100%, 4/2/21		40,537		44,033
BAE Systems Holdings, Inc. 144A 2.850%, 12/15/20(3)		4,655		4,765
Bombardier, Inc. 144A 4.750%, 4/15/19(3)		15,692		15,339
British Airways Pass-Through-Trust 13-1, B 144A 5.625%, 6/20/20(3)		9,654		10,161
Cemex Finance LLC 144A 6.000%, 4/1/24(3)		7,110		7,305
Continental Airlines Pass-Through-Trust
99-1, A 6.545%, 2/2/19		8,163		8,658
99-2, C2 AMBC 6.236%, 3/15/20		8,696		9,153
00-1, A1 8.048%, 11/1/20		4,270		4,772
01-1, A1 6.703%, 6/15/21		4,878		5,238
Hawaiian Airlines Pass-Through Certificates 13-1B, 4.950%, 1/15/22		6,905		6,913
JBS Investments GmbH 144A 7.250%, 4/3/24(3)		1,535		1,570
Masco Corp. 5.950%, 3/15/22		18,385		20,959

See Notes to Financial Statements

28

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Industrials (continued)
Penske Truck Leasing Co. LP RegS 2.500%, 6/15/19(4)	$	3,470	$	3,520
Penske Truck Leasing Co., LP 144A 3.375%, 2/1/22(3)		8,365		8,700
SCF Capital Ltd. 144A 5.375%, 6/16/23(3)		8,460		8,849
Toledo Edison Co. (The) 7.250%, 5/1/20		224		254
U.S. Airways Pass-Through-Trust 12-2, C 5.450%, 6/3/18		13,180		13,526
UAL Pass-Through-Trust 07-01, A 6.636%, 7/2/22		22,898		24,386
United Airlines Pass-Through Trust 14-1, B 4.750%, 4/11/22		4,800		4,907
United Rentals North America, Inc. 4.625%, 7/15/23		13,600		13,940
Virgin Australia Trust 13-1A 144A 5.000%, 10/23/23(3)		8,531		8,851
				260,409
Information Technology—0.8%
Diamond 1 Finance Corp. (Diamond 2 Finance Corp.) 144A 5.450%, 6/15/23(3)		3,715		3,979
Dun & Bradstreet Corp. (The)
3.250%, 12/1/17		12,110		12,307
4.000%, 6/15/20		4,660		4,863
Electronic Arts, Inc. 3.700%, 3/1/21		2,265		2,407
Hewlett Packard Enterprise Co.
144A 2.850%, 10/5/18(3)		9,690		9,873
144A 3.600%, 10/15/20(3)		1,845		1,936

	PAR VALUE		VALUE
Information Technology (continued)
Microsoft Corp. 2.000%, 8/8/23	$	4,475	$	4,470
NXP BV (NXP Funding LLC)
144A 4.125%, 6/1/21(3)		7,100		7,606
144A 4.625%, 6/1/23(3)		4,675		5,125
Oracle Corp.
1.900%, 9/15/21		3,530		3,539
2.400%, 9/15/23		4,315		4,351
				60,456
Materials—2.0%
Air Liquide Finance SA 144A 1.750%, 9/27/21(3)		3,000		2,992
Airgas, Inc. 3.050%, 8/1/20		890		924
Allegheny Technologies, Inc. 9.375%, 6/1/19		7,245		7,788
Ardagh Packaging Finance plc
144A 6.250%, 1/31/19(3)		2,705		2,776
144A 4.625%, 5/15/23(3)		7,340		7,386
Cemex SAB de CV RegS 6.500%, 12/10/19(4)		5,200		5,525
CRH America, Inc. 8.125%, 7/15/18		4,770		5,277
Fortescue Metals Group (FMG) Resources August 2006 Pty Ltd. 144A 9.750%, 3/1/22(3)		6,820		7,945
Freeport-McMoRan Copper & Gold, Inc.
3.550%, 3/1/22		3,070		2,809
3.875%, 3/15/23		7,645		6,957
Gerdau Holdings, Inc. 144A 7.000%, 1/20/20(3)		7,630		8,221
Gerdau Trade, Inc. 144A 5.750%, 1/30/21(3)		1,700		1,770

See Notes to Financial Statements

29

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Materials (continued)
INEOS Group Holdings S.A. 144A 5.875%, 2/15/19(3)	$	5,870	$	6,009
Novelis Corp. 144A 6.250%, 8/15/24(3)		605		644
Office Cherifien des Phosphates S.A. (OCP) 144A 5.625%, 4/25/24(3)		17,090		18,562
Packaging Corp. of America 3.900%, 6/15/22		7,215		7,630
Reynolds Group Issuer, Inc.
5.750%, 10/15/20		12,945		13,366
144A 4.127%, 7/15/21(2)(3)		3,100		3,154
144A 5.125%, 7/15/23(3)		1,600		1,654
144A 7.000%, 7/15/24(3)		110		118
Teck Resources Ltd. 144A 8.000%, 6/1/21(3)		1,570		1,721
United States Steel Corp. 7.375%, 4/1/20		941		941
Vale Overseas Ltd. 5.875%, 6/10/21		7,475		7,845
Vedanta Resources plc 144A 6.000%, 1/31/19(3)		17,325		17,282
				139,296
Real Estate—1.5%
American Campus Communities Operating Partnership LP 3.350%, 10/1/20		2,040		2,124
Brixmor Operating Partnership LP 3.875%, 8/15/22		5,570		5,839
Developers Diversified Realty Corp.
3.400%, 10/1/20		11,735		12,230
3.950%, 7/1/22		8,175		8,665

	PAR VALUE		VALUE
Real Estate (continued)
Government Properties Income Trust 3.750%, 8/15/19	$	2,905	$	2,976
HCP, Inc. 3.750%, 2/1/19		4,035		4,177
Kimco Realty Corp. 3.400%, 11/1/22		10,605		11,173
MPT Operating Partnership LP (MPT Finance Corp.) 6.375%, 2/15/22		1,150		1,199
Select Income REIT 4.150%, 2/1/22		18,910		19,002
Senior Housing Properties Trust 3.250%, 5/1/19		6,685		6,740
Ventas Realty LP (Ventas Capital Corp.)
4.000%, 4/30/19		7,100		7,459
2.700%, 4/1/20		2,948		3,021
Welltower, Inc. 4.125%, 4/1/19		4,100		4,311
West Europe Finance LLC 144A 3.250%, 10/5/20(3)		19,265		20,073
				108,989
Telecommunication Services—1.8%
Altice Financing S.A. 144A 6.625%, 2/15/23(3)		10,620		10,939
AT&T, Inc.
5.800%, 2/15/19		11,000		12,065
2.800%, 2/17/21		7,200		7,409
4.125%, 2/17/26		6,955		7,520
CenturyLink, Inc.
Series T 5.800%, 3/15/22		13,410		13,795
Series Y 7.500%, 4/1/24		5,185		5,548
Crown Castle International Corp. 3.700%, 6/15/26		870		908

See Notes to Financial Statements

30

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
CORPORATE BONDS AND NOTES (continued)
Telecommunication Services (continued)
Crown Castle Towers LLC
144A 6.113%, 1/15/20(3)	$	5,900	$	6,539
144A 3.222%, 5/15/22(3)		3,000		3,093
Digicel Group Ltd. 144A 8.250%, 9/30/20(3)		10,365		9,056
Frontier Communications Corp.
8.500%, 4/15/20		3,200		3,472
8.875%, 9/15/20		3,380		3,659
10.500%, 9/15/22		3,650		3,883
Sprint Communications, Inc. 6.000%, 11/15/22		14,060		13,234
Sprint Corp. 7.250%, 9/15/21		4,080		4,121
T-Mobile USA, Inc. 6.542%, 4/28/20		7,905		8,182
Telefonica Emisiones SAU 3.192%, 4/27/18		2,805		2,871
Windstream Corp. 7.750%, 10/15/20		12,125		12,428
				128,722
Utilities—1.1%
AmeriGas Partners LP 7.000%, 5/20/22		9,275		9,855
Dominion Resources, Inc. 2.962%, 7/1/19(2)		1,760		1,806
Exelon Corp. 2.850%, 6/15/20		18,845		19,520
Korea Western Power Co., Ltd. 144A 3.125%, 5/10/17(3)		9,800		9,889
Majapahit Holding BV 144A 7.750%, 1/20/20(3)		8,800		10,142

	PAR VALUE		VALUE
Utilities (continued)
State Grid Overseas Investment Ltd.
144A 1.750%, 5/22/18(3)	$	5,000	$	5,011
144A 2.750%, 5/7/19(3)		9,370		9,635
Talen Energy Supply LLC 144A 4.625%, 7/15/19(3)		10,340		9,771
				75,629
TOTAL CORPORATE BONDS AND NOTES
(Identified Cost $2,452,270)				2,478,042
LOAN AGREEMENTS(2)—11.6%
Consumer Discretionary—3.6%
Altice U.S. Finance I Corp. 5.000%, 12/14/22		12,806		12,922
Aristocrat Leisure Ltd. Tranche B-1 3.500%, 10/20/21		8,791		8,836
Aspen Merger Sub (Coinstar), Inc. 0.000%, 9/26/23(12)		3,897		3,920
Boyd Gaming Corp.
Tranche B, 5.500%, 8/14/20		2,303		2,321
Tranche B-2 3.524%, 9/15/23		4,156		4,193
Caesars Entertainment Operating Co., Inc.
Tranche B-4, 6.500%, 10/31/16(15)		3,616		4,171
Tranche B-6, 5.625%, 3/1/17(15)		3,861		4,237
Caesars Entertainment Resort Properties LLC 7.000%, 10/11/20		11,460		11,456
Caesars Growth Properties Holdings LLC Tranche B, First Lien, 6.250%, 5/8/21		4,252		4,209

See Notes to Financial Statements

31

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
LOAN AGREEMENTS (continued)
Consumer Discretionary (continued)
CDS U.S. Intermediate Holdings, Inc. First Lien, 5.000%, 7/8/22	$	5,679	$	5,694
Cengage Learning, Inc. 5.250%, 6/7/23		4,771		4,775
Charter Communications Operating LLC (CCO Safari LLC)
Tranche E, 3.000%, 7/1/20		6,289		6,316
Tranche F, 3.000%, 1/3/21		14,232		14,292
Tranche I, 3.500%, 1/24/23		2,865		2,887
CityCenter Holdings LLC Tranche B, 4.250%, 10/16/20		5,909		5,958
CSC Holdings, Inc. 5.000%, 10/9/22		16,706		16,778
Delta 2 (Lux) S.a.r.l. Tranche B-3, 4.750%, 7/30/21		7,421		7,443
Diamond Resorts International, Inc. 7.000%, 9/2/23		827		824
El Dorado Resorts, Inc. 4.250%, 7/25/22		2,743		2,757
Harbor Freight Tools USA, Inc. 4.000%, 8/18/23		17,779		17,901
Hilton Worldwide Finance LLC
Tranche B-1 3.500%, 10/26/20		1,136		1,144
Tranche B-2 3.215%, 10/25/23		11,610		11,696
Intelsat Jackson Holdings S.A. Tranche B-2, 3.750%, 6/30/19		7,912		7,544
Las Vegas Sands LLC Tranche B, 3.250%, 12/19/20		6,802		6,848

	PAR VALUE		VALUE
Consumer Discretionary (continued)
Libbey Glass, Inc. 3.750%, 4/9/21	$	5,625	$	5,649
MGM Growth Properties 4.000%, 4/25/23		7,130		7,204
Nexstar Broadcasting, Inc. 3.000%, 9/26/23		347		349
PetSmart, Inc. Tranche B-1, 4.250%, 3/11/22		17,463		17,518
Scientific Games International, Inc.
6.000%, 10/18/20		2,764		2,776
Tranche B-2, 6.000%, 10/1/21		3,366		3,377
Seminole Tribe of Florida, Inc. 3.088%, 4/29/20		6,742		6,775
ServiceMaster Co. LLC (The) 4.250%, 7/1/21		8,334		8,429
Sinclair Television Group, Inc. Tranche B-1, 3.500%, 7/30/21		11,514		11,594
Six Flags Theme Parks, Inc. Tranche B, 3.863%, 6/30/22		4,979		5,023
Station Casinos LLC Tranche B, 3.750%, 6/8/23		6,346		6,398
Tribune Media Co. Tranche B, 3.750%, 12/27/20		6,912		6,978
UFC Holdings LLC First Lien 5.000%, 8/18/23		8,331		8,417
				259,609
Consumer Staples—1.6%
Albertson’s LLC
Tranche B-4, 4.500%, 8/25/21		15,996		16,139
Tranche B-5, 4.750%, 12/21/22		2,172		2,196

See Notes to Financial Statements

32

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
LOAN AGREEMENTS (continued)
Consumer Staples (continued)
ARAMARK Corp.
Tranche E, 3.338%, 9/7/19	$	11,971	$	12,060
Tranche F, 3.338%, 2/24/21		14,483		14,592
Charger OpCo B.V. (Oak Tea, Inc.) Tranche B-1, 4.250%, 7/2/22		3,106		3,131
Chobani LLC 0.00%, 9/29/23(12)		2,550		2,537
Coty, Inc. Tranche B, 3.750%, 10/27/22		2,748		2,784
Dell International, Inc. Tranche B 4.000%, 9/7/23		13,017		13,110
Galleria Co. Tranche B, 3.750%, 1/26/23		5,523		5,556
Hostess Brands LLC Tranche B, First Lien, 4.500%, 8/3/22		13,596		13,711
Kronos
First Lien, 4.500%, 10/30/19		21,860		21,960
Second Lien, 9.750%, 4/30/20		5,611		5,721
Pinnacle Foods Finance LLC 3.275%, 1/13/23		986		995
				114,492
Energy—0.2%
EP Energy LLC 0.00%, 6/30/21(12)		4,868		4,788
Paragon Offshore Finance Co. 5.250%, 7/16/21(10)		9,933		2,502
Seadrill Operating LP 4.000%, 2/21/21		8,815		4,426
				11,716
Financials—0.6%
Asurion LLC Tranche B-4, 5.000%, 8/4/22		6,201		6,241

	PAR VALUE		VALUE
Financials (continued)
Clipper Acquisitions Corp. Tranche B, 3.089%, 2/6/20	$	6,141	$	6,133
Delos Finance S.a.r.l. 3.588%, 3/6/21		16,529		16,667
iStar Financial, Inc. 5.500%, 7/1/20		3,209		3,247
TransUnion LLC Tranche B-2, 3.588%, 4/9/21		10,070		10,117
				42,405
Health Care—1.2%
American Renal Holdings, Inc. Tranche B, First Lien, 4.750%, 8/20/19		8,946		8,957
Change Healthcare Holdings, Inc. Tranche B-2, 3.750%, 11/2/18		5,222		5,238
Community Health Systems, Inc. (CHS) Tranche F, 4.083%, 12/31/18		7,911		7,879
Endo Luxembourg Finance Co. S.a.r.l. Tranche B, 3.750%, 9/26/22		5,529		5,524
Envision Healthcare Corp. 4.250%, 5/25/18		6,541		6,556
InVentiv Health, Inc.
Tranche B-4, 7.750%, 5/15/18		8,750		8,775
Tranche B 0.000%, 9/29/23(12)		5,363		5,385
MPH Acquisition Holdings LLC 5.000%, 6/7/23		3,494		3,543
Quintiles Transnational Corp. Tranche B, 3.250%, 5/12/22		2,446		2,450
Quorum Health Corp. 6.750%, 4/29/22		6,311		6,134

See Notes to Financial Statements

33

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
LOAN AGREEMENTS (continued)
Health Care (continued)
RPI Finance Trust Tranche B-4, 3.588%, 11/9/20	$	5,862	$	5,897
Team Health, Inc. Tranche B, 3.838%, 11/23/22		7,571		7,623
U.S. Renal Care, Inc. First Lien, 5.250%, 12/30/22		3,138		3,020
Valeant Pharmaceuticals International, Inc. Series D-2, Tranche B, 5.000%, 2/13/19		11,801		11,827
				88,808
Industrials—1.2%
Air Canada 0.000%, 9/21/23(12)		3,125		3,136
American Airlines, Inc.
3.250%, 6/27/20		5,991		6,011
3.250%, 10/10/21		10,886		10,921
Tranche B, 3.502%, 4/28/23		16,065		16,128
AWAS Finance Luxembourg S.A. 3.500%, 7/16/18		6,808		6,843
Brock Holdings III, Inc. First Lien, 7.000%, 3/16/17		7,025		6,965
Husky Injection Molding Systems Ltd. 4.250%, 6/30/21		5,186		5,185
McGraw-Hill Global Education Holdings LLC Tranche B, First Lien, 5.000%, 5/4/22		10,813		10,899
U.S. Airways, Inc. Tranche B-1, 3.500%, 5/23/19		6,695		6,711

	PAR VALUE		VALUE
Industrials (continued)
United Airlines, Inc. (f/k/a Continental Airlines, Inc.) Tranche B-1, 3.500%, 9/15/21	$	4,721	$	4,751
Waste Industries 3.500%, 2/27/20		9,800		9,856
				87,406
Information Technology—1.3%
Abacus Innovations Corp.(Leidos, Inc.) 3.274%, 8/16/23		5,366		5,404
Blackboard, Inc. Tranche B-4 0.000%, 6/30/21(12)		7,410		7,364
First Data Corp.
Tranche 2021 4.525%, 3/24/21		27,586		27,822
Tranche 2022 4.275%, 7/8/22		6,007		6,049
Infinity Acquisition Ltd. 4.250%, 8/6/21		6,018		5,755
Mitchell International, Inc.
4.500%, 10/13/20		4,981		4,988
Second Lien, 8.500%, 10/11/21		4,763		4,669
NXP BV Tranche F 3.405%, 12/7/20		6,743		6,782
On Semiconductor 0.00%, 3/31/23(12)		3,399		3,419
Presidio, Inc. Refinancing, 5.250%, 2/2/22		8,441		8,451
Press Ganey Holdings, Inc. 0.00%, 9/29/23(12)		911		913
SS&C European Holdings S.a.r.l.
Tranche A-1, 3.274%, 7/8/20		849		851
Tranche A-2, 3.274%, 7/8/20		1,317		1,320
Tranche B-2, 4.000%, 7/8/22		629		634

See Notes to Financial Statements

34

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
LOAN AGREEMENTS (continued)
Information Technology (continued)
Tranche B-1, 4.000%, 7/8/22	$	5,059	$	5,105
Western Digital Corp. Tranche B-1, 4.500%, 4/29/23		4,782		4,838
				94,364
Materials—0.5%
Berry Plastics Corp. Tranche H, 3.750%, 10/1/22		7,493		7,527
CPI Acquisition, Inc. First Lien, 5.500%, 8/17/22		7,121		6,975
Fortescue Metals Group (FMG) Resources Property Ltd. 3.750%, 6/30/19		5,107		5,108
Huntsman International LLC Tranche 16-B, 4.250%, 4/1/23		3,904		3,937
INEOS U.S. Finance LLC Tranche 2022, 4.250%, 3/31/22		5,682		5,714
PolyOne Corp. Tranche B-1, 3.500%, 11/11/22		6,839		6,916
				36,177
Real Estate—0.3%
Capital Automotive LP
Tranche B-1, 4.000%, 4/10/19		2,566		2,588
Second Lien, 6.000%, 4/30/20		6,047		6,108
ESH Hospitality, Inc. 3.750%, 8/30/23		2,497		2,519
Realogy Group LLC 3.750%, 7/20/22		9,141		9,263
				20,478

	PAR VALUE			VALUE
Telecommunication Services—0.3%
Level 3 Financing, Inc.
Tranche B-III, 4.000%, 8/1/19	$	6,319		$	6,358
Tranche B-II, 3.500%, 5/31/22		5,842			5,883
UPC Financing Partnership 4.080%, 8/31/24		5,560			5,588
					17,829
Utilities—0.8%
Calpine Construction Finance Co. LP Tranche B-1, 3.090%, 5/3/20		8,257			8,210
Dynegy Finance IV, Inc. 5.000%, 6/27/23		9,128			9,213
Energy Future Holdings Corp.
5.000%, 10/31/17(10)		6,017			6,070
Tranche C 5.000%, 10/31/17(10)		1,373			1,385
NRG Energy, Inc. 3.500%, 6/30/23		17,777			17,840
State of Santa Catarina (The) 4.000%, 12/27/22		12,561			11,318
Texas Competitive Electric Holdings Co. LLC 2017 Extended,
4.998%, 10/10/17(10)		5,925			1,723
					55,759
TOTAL LOAN AGREEMENTS (Identified Cost $839,570)					829,043
	SHARES
PREFERRED STOCKS—1.0%
Energy—0.1%
PTT Exploration & Production PCL 144A, 4.875%(2)(3)		8,645	(8)		8,812

See Notes to Financial Statements

35

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES			VALUE
PREFERRED STOCKS (continued)
Financials—0.9%
Banco Bilbao Vizcaya Argentaria S.A. International S.A. Unipersonal 5.919%(2)		2,295	(8)	$	2,289
Bank of New York Mellon Corp. (The) Series E, 4.950%(2)		12,070	(8)		12,312
Citigroup, Inc. Series J, 7.125%(2)		17,805			19,201
JPMorgan Chase & Co. Series Z, 5.300%(2)		3,985	(8)		4,050
Wells Fargo & Co. Series K, 7.980%(2)		16,155	(8)		16,884
XLIT Ltd. Series E, 6.50%(2)		12,790	(8)		9,591
					64,327
TOTAL PREFERRED STOCKS (Identified Cost $74,582)					73,139
AFFILIATED MUTUAL FUND—1.0%
Virtus Credit Opportunities Fund Class R6(11)		6,989,143			68,703
TOTAL AFFILIATED MUTUAL FUND (Identified Cost $69,865)					68,703
TOTAL LONG TERM INVESTMENTS—99.2%
(Identified Cost $7,062,660)					7,095,296	(14)
TOTAL INVESTMENTS—99.2% (Identified Cost $7,062,660)					7,095,296	(1)
Other assets and liabilities, net—0.8%					57,032
NET ASSETS—100.0%				$	7,152,328

Abbreviations:

FHLMC Federal Home Loan Mortgage Corporation (“Freddie Mac”).

FNMA Federal National Mortgage Association (“Fannie Mae”).

GNMA Government National Mortgage Association (“Ginnie Mae”)

REIT Real Estate Investment Trust

FOOTNOTE LEGEND:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾  Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $2,839,881 or 39.7% of net assets.

⁽⁴⁾  Regulation S security. Security is offered and sold outside of the United States, therefore, it is exempt from registration with the SEC under Rules 903 and 904 of the Securities Act of 1933.

⁽⁵⁾  This Note was issued for the sole purpose of funding a loan agreement between the issuer and the borrower. As the credit risk for this security lies solely with the borrower, the name represented here is that of the borrower.

⁽⁶⁾  No contractual maturity date.

⁽⁷⁾  Interest payments may be deferred.

⁽⁸⁾  Value shown as par value.

⁽⁹⁾  Security in default no interest payments are being received during bankruptcy proceedings.

⁽¹⁰⁾  Security in default, interest payments are being received during the bankruptcy proceedings.

⁽¹¹⁾  Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

⁽¹²⁾  This loan will settle after September 30, 2016, at which time the interest rate, based on the London Interbank Offered Rate (“LIBOR”) and the agreed upon spread on trade date, will be reflected.

⁽¹³⁾  Illiquid security.

⁽¹⁴⁾  All or a portion of the Fund’s assets have been segregated for delayed delivery security.

⁽¹⁵⁾  Security in default, a portion of the interest payments are being received during the bankruptcy proceedings.

Foreign Currencies:

BRL Brazilian Real

CLP Chilean Peso

COP Colombian Peso

See Notes to Financial Statements

36

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

IDR Indonesian Rupiah

MXN Mexican Peso

TRY Turkish Lira

ZAR South African Rand

RUB Russian Ruble

Country Weightings† (Unaudited)
United States	80	%
Turkey	2
Australia	1
Brazil	1
Canada	1
India	1
Luxembourg	1
Other	13
Total	100	%

† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Debt Securities:
Asset-Backed Securities	$	1,341,950	$	—	$	1,333,587	$	8,363
Corporate Bonds and Notes		2,478,042		—		2,475,447		2,595
Foreign Government Securities		405,573		—		405,573		—
Loan Agreements		829,043		—		817,725		11,318
Mortgage-Backed Securities		1,797,728		—		1,797,728		—
Municipal Bonds		3,981		—		3,981		—
U.S. Government Securities		97,137		—		97,137		—
Equity Securities:
Affiliated Mutual Fund		68,703		68,703		—		—
Preferred Stocks		73,139		—		73,139		—
Total Investments	$	7,095,296	$	68,703	$	7,004,317	$	22,276

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

37

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.

	Total			Asset- Backed Securities			Corporate Bonds and Notes			Loan Agreements
Investments in Securities
Balance as of September 30, 2015:	$	24,541		$	12,296		$	—		$	12,245
Accrued discount/(premium)		(120	)		—			—			(120	)
Realized gain (loss)		(77	)		7			—			(84	)
Change in unrealized appreciation/(depreciation)(c)		827			181			—			646
Purchases		—			—			—			—
Sales(b)		(5,490	)		(4,121	)		—			(1,369	)
Transfers into Level 3(a)		2,595	(d)		—			2,595	(d)		—
Transfers from Level 3(a)		—			—			—			—
Balance as of September 30, 2016	$	22,276	(e)	$	8,363	(e)	$	2,595	(e)	$	11,318	(e)

^(a)  “Transfers into and/or from” represent the ending value as of September 30, 2016, for any investment security where a change in the pricing level occurred from the beginning to the end of the period.

^(b)  Includes paydown on securities.

^(c)  Included in the related net change in unrealized appreciation/(depreciation) in the Statement of Operations. The change in unrealized appreciation/(depreciation) on investments still held as of September 30, 2016 was $985.

^(d)  The transfers into Level 3 are due to a decrease in trading activities at period end.

^(e)  The Fund’s investments that are categorized as Level 3 were valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information could result in a significantly lower or higher value of Level 3 investments.

None of the securities in this table are fair valued.

See Notes to Financial Statements

38

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

STATEMENT OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

Assets
Investment in unaffiliated securities at value(1)	$	7,026,593
Investment in affiliated securities at value(2)		68,703
Foreign currency at value(3)		—	(4)
Cash		32,134
Receivables
Investment securities sold		43,195
Fund shares sold		17,668
Dividends and interest receivable		53,120
Prepaid expenses		193
Prepaid trustee retainer		147
Other assets		95
Total assets		7,241,848
Liabilities
Payables
Fund shares repurchased		22,778
Investment securities purchased		59,443
Dividend distributions		1,024
Investment advisory fees		2,729
Distribution and service fees		1,211
Administration fees		710
Transfer agent fees and expenses		1,137
Trustee deferred compensation plan		95
Trustees’ fees and expenses		70
Professional fees		46
Other accrued expenses		277
Total liabilities		89,520
Net Assets	$	7,152,328
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	7,212,310
Accumulated undistributed net investment income (loss)		13,224
Accumulated undistributed net realized gain (loss)		(105,889	)
Net unrealized appreciation (depreciation) on investments		32,683
Net Assets	$	7,152,328
Class A
Net asset value (net assets/shares outstanding) per share	$	4.78
Maximum offering price per share NAV/(1–2.25%)	$	4.89
Shares of beneficial interest outstanding, no par value, unlimited authorization		273,614,622
Net Assets	$	1,307,484
Class B
Net asset value (net assets/shares outstanding) and offering price per share	$	4.75
Shares of beneficial interest outstanding, no par value, unlimited authorization		22,717
Net Assets	$	108
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	4.84
Shares of beneficial interest outstanding, no par value, unlimited authorization		273,004,072
Net Assets	$	1,321,202
Class T
Net asset value (net assets/shares outstanding) and offering price per share	$	4.83
Shares of beneficial interest outstanding, no par value, unlimited authorization		101,528,260
Net Assets	$	489,924
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	4.78
Shares of beneficial interest outstanding, no par value, unlimited authorization		843,089,081
Net Assets	$	4,033,610
(1) Investment in unaffiliated securities at cost	$	6,992,795
(2) Investment in affiliated securities at cost		69,865
(3) Foreign currency at cost		—	(4)
(4) Amount is less than $500.

See Notes to Financial Statements

39

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

STATEMENT OF OPERATIONS

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

Investment Income
Dividends	$	932
Dividends from affiliated fund		2,610
Interest		300,142
Foreign taxes withheld		(192	)
Total investment income		303,492
Expenses
Investment advisory fees		34,064
Service fees, Class A		3,556
Distribution and service fees, Class B		1
Distribution and service fees, Class C		6,738
Distribution and service fees, Class T		5,270
Administration fees		9,105
Transfer agent fees and expenses		8,203
Registration fees		277
Printing fees and expenses		1,390
Custodian fees		139
Professional fees		157
Trustees’ fees and expenses		629
Miscellaneous expenses		791
Total expenses		70,320
Less expenses reimbursed and/or waived by investment adviser		(305	)
Earnings credit from custodian		(58	)
Low balance account fees		(1	)
Net expenses		69,956
Net investment income (loss)		233,536
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		(49,665	)
Net realized gain (loss) on foreign currency transactions		(478	)
Net change in unrealized appreciation (depreciation) on unaffiliated investments		153,322
Net change in unrealized appreciation (depreciation) on affiliated investments		425
Net change in unrealized appreciation (depreciation) on foreign currency translation		254
Net gain (loss) on investments		103,858
Net increase (decrease) in net assets resulting from operations	$	337,394

See Notes to Financial Statements

40

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

STATEMENTS OF CHANGES IN NET ASSETS

(Reported in thousands)

	Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	233,536		$	269,183
Net realized gain (loss)		(50,143	)		(127,914	)
Net change in unrealized appreciation (depreciation)		154,001			(150,759	)
Increase (decrease) in net assets resulting from operations		337,394			(9,490	)
From Distributions to Shareholders
Net investment income, Class A		(40,862	)		(42,497	)
Net investment income, Class B		(4	)		(18	)
Net investment income, Class C		(34,858	)		(34,290	)
Net investment income, Class T		(11,050	)		(10,794	)
Net investment income, Class I		(122,921	)		(119,152	)
Return of capital Class A		—			(8,732	)
Return of capital Class B		—			(4	)
Return of capital Class C		—			(7,997	)
Return of capital Class T		—			(3,261	)
Return of capital Class I		—			(22,250	)
Decrease in net assets from distributions to shareholders		(209,695	)		(248,995	)
From Share Transactions
Sale of shares
Class A (56,640 and 91,590 shares, respectively)		265,248			438,116
Class B (0 and 9 shares, respectively)		—			45
Class C (47,747 and 82,833 shares, respectively)		226,847			401,212
Class T (6,103 and 9,811 shares, respectively)		28,792			47,392
Class I (259,826 and 269,095 shares, respectively)		1,217,904			1,287,295
Reinvestment of distributions
Class A (8,038 and 9,714 shares, respectively)		37,677			46,369
Class B (1 and 4 shares, respectively)		4			21
Class C (7,272 and 8,562 shares, respectively)		34,521			41,374
Class T (1,526 and 1,870 shares, respectively)		7,223			9,014
Class I (22,702 and 25,004 shares, respectively)		106,611			119,514
Shares repurchased
Class A (127,042 and 157,118 shares, respectively)		(594,535	)		(750,068	)
Class B (60 and 227 shares, respectively)		(280	)		(1,080	)
Class C (89,555 and 135,370 shares, respectively)		(424,109	)		(654,153	)
Class T (29,391 and 35,882 shares, respectively)		(138,732	)		(172,911	)
Class I (311,788 and 406,378 shares, respectively)		(1,457,914	)		(1,940,913	)
Increase (decrease) in net assets from share transactions		(690,743	)		(1,128,773	)
Net increase (decrease) in net assets		(563,044	)		(1,387,258	)
Net Assets
Beginning of period		7,715,372			9,102,630
End of period	$	7,152,328		$	7,715,372
Accumulated undistributed net investment income (loss) at end of period	$	13,224		$	(3,391	)

See Notes to Financial Statements

41

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Capital Gain Distributions Received from Affiliated Funds		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Return of Capital
Class A
10/1/15 to 9/30/16		$	4.69		0.15		—		0.08			0.23			(0.14	)		—			—
10/1/14 to 9/30/15			4.84		0.15		—		(0.16	)		(0.01	)		(0.11	)		—			(0.03	)
10/1/13 to 9/30/14			4.85		0.16		—		(0.01	)		0.15			(0.16	)		—	(4)		—	(4)
10/1/12 to 9/30/13			4.94		0.18		—		(0.09	)		0.09			(0.18	)		—			—	(4)
10/1/11 to 9/30/12			4.67		0.21		—		0.27			0.48			(0.21	)		—			—	(4)
Class B
10/1/15 to 9/30/16		$	4.66		0.12		—		0.08			0.20			(0.11	)		—			—
10/1/14 to 9/30/15			4.81		0.13		—		(0.16	)		(0.03	)		(0.09	)		—			(0.03	)
10/1/13 to 9/30/14			4.82		0.14		—		(0.02	)		0.12			(0.13	)		—	(4)		—	(4)
10/1/12 to 9/30/13			4.91		0.16		—		(0.09	)		0.07			(0.16	)		—			—	(4)
10/1/11 to 9/30/12			4.65		0.18		—		0.27			0.45			(0.19	)		—			—	(4)
Class C
10/1/15 to 9/30/16		$	4.75		0.14		—		0.07			0.21			(0.12	)		—			—
10/1/14 to 9/30/15			4.89		0.14		—		(0.15	)		(0.01	)		(0.10	)		—			(0.03	)
10/1/13 to 9/30/14			4.90		0.15		—		(0.02	)		0.13			(0.14	)		—	(4)		—	(4)
10/1/12 to 9/30/13			4.99		0.17		—		(0.09	)		0.08			(0.17	)		—			—	(4)
10/1/11 to 9/30/12			4.72		0.20		—		0.27			0.47			(0.20	)		—			—	(4)

The footnote legend is at the end of the financial highlights

See Notes to Financial Statements

42

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Total Distributions		Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (000’s)			Ratio of Expenses to Average Net Assets(3)			Ratio of Gross Expenses to Average Net Assets			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
	(0.14)		0.09			$	4.78		4.90	%		$	1,307,484		1.00	%(5)(6)		1.01	%		3.19	%		53	%
	(0.14)		(0.15	)			4.69		(0.23	)			1,575,629		0.97			0.97			3.15			37
	(0.16)		(0.01	)			4.84		3.03				1,894,633		0.99			0.99			3.30			39
	(0.18)		(0.09	)			4.85		1.84				3,574,450		0.99			0.99			3.65			49
	(0.21)		0.27				4.94		10.58				3,038,093		1.01			1.01			4.31			52
	(0.11)		0.09			$	4.75		4.41	%		$	108		1.49	%(5)(6)		1.50	%		2.64	%		53	%
	(0.12)		(0.15	)			4.66		(0.73	)			382		1.46			1.47			2.67			37
	(0.13)		(0.01	)			4.81		2.53				1,421		1.49			1.49			2.80			39
	(0.16)		(0.09	)			4.82		1.34				2,572		1.49			1.49			3.17			49
	(0.19)		0.26				4.91		9.87				3,590		1.51			1.51			3.86			52
	(0.12)		0.09			$	4.84		4.58	%		$	1,321,202		1.25	%(5)(6)		1.26	%		2.94	%		53	%
	(0.13)		(0.14	)			4.75		(0.27	)			1,460,120		1.22			1.22			2.90			37
	(0.14)		(0.01	)			4.89		2.73				1,720,245		1.24			1.24			3.03			39
	(0.17)		(0.09	)			4.90		1.56				1,567,725		1.24			1.24			3.40			49
	(0.20)		0.27				4.99		10.19				1,067,276		1.27			1.27			4.04			52

The footnote legend is at the end of the financial highlights

See Notes to Financial Statements

43

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)		Capital Gain Distributions Received from Affiliated Funds		Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Return of Capital
Class T
10/1/15 to 9/30/16		$	4.73		0.12		—		0.08			0.20			(0.10	)		—			—
10/1/14 to 9/30/15			4.88		0.12		—		(0.17	)		(0.05	)		(0.07	)		—			(0.03	)
10/1/13 to 9/30/14			4.89		0.12		—		(0.01	)		0.11			(0.12	)		—	(4)		—	(4)
10/1/12 to 9/30/13			4.98		0.14		—		(0.09	)		0.05			(0.14	)		—			—	(4)
10/1/11 to 9/30/12			4.71		0.17		—		0.28			0.45			(0.18	)		—			—	(4)
Class I
10/1/15 to 9/30/16		$	4.69		0.16		—		0.08			0.24			(0.15	)		—			—
10/1/14 to 9/30/15			4.84		0.16		—		(0.16	)		—			(0.12	)		—			(0.03	)
10/1/13 to 9/30/14			4.85		0.17		—		(0.01	)		0.16			(0.17	)		—	(4)		—	(4)
10/1/12 to 9/30/13			4.94		0.19		—		(0.09	)		0.10			(0.19	)		—			—	(4)
10/1/11 to 9/30/12			4.68		0.22		—		0.27			0.49			(0.23	)		—			—	(4)

See Notes to Financial Statements

44

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Total Distributions	Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (000’s)			Ratio of Expenses to Average Net Assets(3)			Ratio of Gross Expenses to Average Net Assets			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
(0.10)		0.10			$	4.83		4.29	%		$	489,924		1.75	%(5)(6)		1.76	%		2.44	%		53	%
(0.10)		(0.15	)			4.73		(0.98	)			583,694		1.72			1.72			2.40			37
(0.12)		(0.01	)			4.88		2.23				719,840		1.74			1.74			2.53			39
(0.14)		(0.09	)			4.89		1.06				751,220		1.74			1.74			2.91			49
(0.18)		0.27				4.98		9.67				704,225		1.76			1.76			3.56			52
(0.15)		0.09			$	4.78		5.16	%		$	4,033,610		0.75	%(5)(6)		0.76	%		3.44	%		53	%
(0.15)		(0.15	)			4.69		0.02				4,095,547		0.72			0.72			3.40			37
(0.17)		(0.01	)			4.84		3.28				4,766,491		0.74			0.74			3.51			39
(0.19)		(0.09	)			4.85		2.09				2,418,863		0.74			0.74			3.90			49
(0.23)		0.26				4.94		10.62				1,606,957		0.77			0.77			4.55			52

Footnote Legend

⁽¹⁾ Sales charges, where applicable, are not reflected in the total return calculation.

⁽²⁾ Computed using average shares outstanding.

⁽³⁾ The Fund may invest in other funds and the annualized expense ratios do not reflect fees and expenses associated with the underlying funds.

⁽⁴⁾  Amount is less than $0.005.

⁽⁵⁾  For the period ended September 30, 2016, the ratio of net expenses includes the effect of the earnings credit from Custodian reflected in the Statement of Operations and had no impact on the Financial Highlights.

⁽⁶⁾  Net expense ratio includes extraordinary proxy expenses.

See Notes to Financial Statements

45

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company.

As of the date of this report, 31 funds of the Trust are offered for sale, of which the Virtus Multi-Sector Short Term Bond Fund (the “Fund”) is reported in this annual report. The Fund’s investment objective is outlined in the Fund Summary Page. There is no guarantee the Fund will achieve its objective.

The Fund offers Class A shares, Class C shares, Class T shares and Class I shares. Class B shares are no longer available for purchase by new or existing shareholders, except by existing shareholders through Qualifying Transactions. (For information regarding Qualifying Transactions refer to the Trust’s prospectus.)

Class A shares are sold with a front-end sales charge of up to 2.25%. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 0.50% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which the CDSC applies for the Fund is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class B shares generally were sold with a CDSC which declines from 2% to zero depending on the period of time the shares are held. Class C shares are sold without a sales charge. Class T shares are sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class I shares are sold without a front-end sales charge or CDSC.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the fund. These fees are reflected as “Low Balance Account Fees” in the Fund’s Statement of Operations for the period, as applicable.

Each class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each class bears different distribution and/or service fees under a Board-approved Rule 12b-1 and/or shareholder service plan (“12b-1 plan”) and has exclusive voting rights with respect to such plans. Class I shares are not subject to a 12b-1 plan. Income and other expenses as well as realized and unrealized gains and losses of the Fund are borne pro rata by the holders of each class of shares.

Note 2. Significant Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and those differences could be significant.

46

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

A. Security Valuation

Security valuation procedures for the Fund, which include nightly price variance, as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board”, or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. It is the Fund’s policy to recognize transfers at the end of reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

A description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time) that may impact the value of securities traded in these non-U.S. markets. In such cases the Fund fair values non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as American Depositary Receipts, financial futures, ETFs, and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

47

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make markets in such securities. For most bond types, the pricing service utilizes matrix pricing that considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer-supplied prices. These valuations are generally categorized as Level 2 in the hierarchy. Structured debt instruments such as mortgage-backed and asset-backed securities may also incorporate collateral analysis and utilize cash flow models for valuation and are generally categorized as Level 2 in the hierarchy. Pricing services do not provide pricing for all securities and therefore indicative bids from dealers are utilized which are based on pricing models used by market makers in the security and are generally categorized as Level 2 in the hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Listed derivatives that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value the Fund’s net assets by each major security type is disclosed at the end of the Schedule of Investments for the Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from the sale of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method. Any distributions from underlying funds are recorded in accordance with the character of the disbursements as designated by the underlying fund.

C. Income Taxes

The Fund is treated as a separate taxable entity. It is the intention of the Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

The Fund may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the

48

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

D. Distributions to Shareholders

Distributions are recorded by the Fund on the ex-dividend date. Income distributions are recorded daily. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by the Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

In addition to the net annual operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the Fund’s pro rata expenses of any underlying mutual funds in which the Fund invests.

F. Foreign Currency Translation

Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Fund does not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

G. When-issued Purchases and Forward Commitments (Delayed Delivery)

The Fund may engage in when-issued or forward commitment transactions. Securities purchased on a when-issued or forward commitment basis are also known as delayed delivery transactions. Delayed delivery transactions involve a commitment by a fund to purchase or sell a security at a future date, ordinarily up to 90 days later. When-issued or forward commitments enable a fund to lock in what is believed to be an attractive price or yield on a particular security for a period of time, regardless of future changes in interest rates. The Fund records when-issued and delayed delivery securities on the trade date. The Fund maintains collateral for the securities purchased. Securities purchased on a when-issued or delayed delivery basis begin earning interest on the settlement date.

49

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

H. Loan Agreements

The Fund may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. Loan agreements are generally non-investment grade and often involve borrowers that are highly leveraged. The Fund may invest in obligations of borrowers who are in bankruptcy proceedings. Loan agreements are typically senior in the corporate capital structure of the borrower. A loan is often administered by a bank or other financial institution (the “lender”) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. The Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. When investing in loan participations, the Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan participation and only upon receipt by the lender of payments from the borrower. The Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, the Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When the Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan.

The Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. Loan agreements may involve foreign borrowers, and investments may be denominated in foreign currencies. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due.

The loan agreements have floating rate loan interests which generally pay interest at rates that are periodically determined by reference to a base lending rate plus a premium. The base lending rates are generally LIBOR (London Interbank Offered Rate), the prime rate offered by one or more U.S. banks or the certificate of deposit rate. When a loan agreement is purchased the Fund may pay an assignment fee. On an ongoing basis, the Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of a loan agreement. Prepayment penalty fees are received upon the prepayment of a loan agreement by a borrower. Prepayment penalty, facility, commitment, consent and amendment fees are recorded to income as earned or paid.

At September 30, 2016, all loan agreements held by the Fund are assignment loans.

I. Earnings Credit and Interest

Through arrangements with the Fund’s custodian, the Fund either receives an earnings credit or interest on agreed upon target un-invested cash balances to reduce the Fund’s custody expenses. The credits are reflected as “Earnings credit from Custodian” and the interest is reflected under “Interest income” in the Fund’s Statements of Operations for the period, as applicable.

50

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 3. Investment Advisory Fees and Related Party Transactions

($ reported in thousands except as noted)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect, wholly owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Fund’s investment program and general operations of the Fund, including oversight of the Fund’s subadviser.

As compensation for its services to the Fund, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of the Fund:

First $1 Billion	$1+ Billion – $2 Billion	$2+ Billion – 10 Billion	$10+ Billion
0.55%	0.50%	0.45%	0.425%

During the period covered by these financial statements, the Fund invested a portion of its assets in Virtus Credit Opportunities Fund, an affiliated mutual fund. In order to avoid any duplication of advisory fees, the Adviser has voluntarily waived its advisory fees in an amount equal to that which would otherwise be paid by the Fund on the assets invested in the Credit Opportunities Fund. For the period covered by these financial statements, the waiver amounted to $305. This waiver is in addition to the expense limitation and/or fee waiver covered elsewhere in these financial statements and is included in the Statement of Operations in “expenses reimbursed and/or waived by the investment adviser”.

B. Subadviser

Newfleet Asset Management, LLC (the “Subadviser”), an indirect, wholly owned subsidiary of Virtus, is the subadviser to the Fund. The subadviser manages the investments of the Fund for which the Subadviser is paid a fee by the Adviser.

C. Expense Limitations

The Adviser has contractually agreed to limit the Fund’s total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, leverage expenses, extraordinary expenses and acquired fund fees and expenses, if any) so that such expenses do not exceed, on an annualized basis, the following percentages of the Fund’s average net asset values: 1.10% for Class A shares, 1.60% for Class B shares, 1.35% for Class C shares, 1.85% for Class T shares, and 0.85% for Class I shares through January 31, 2017. The Fund is currently below its expense cap.

D. Distributor

VP Distributors, LLC (“VP Distributors”), an indirect wholly owned subsidiary of Virtus, serves as the distributor of the Fund’s shares. VP Distributors has advised the Fund that for the fiscal year (the “period”) ended September 30, 2016, it retained net commissions of $21 for Class A shares and deferred sales charges of $26, $0, $1 and $22 for Class A shares, Class B shares, Class C shares and Class T shares, respectively.

51

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

In addition, the Fund pays VP Distributors distribution and/or service fees under a 12b-1 plan as a percentage of the average daily net assets of each respective class, at the annual rate of 0.25% for Class A shares, 0.75% for Class B shares, 0.50% for Class C shares, and 1.00% for Class T shares. Class I shares are not subject to a 12b-1 plan.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

E. Administrator and Transfer Agent

Virtus Fund Services LLC, an indirect wholly owned subsidiary of Virtus, serves as the administrator and transfer agent to the Fund.

For the period ended September 30, 2016, the Fund incurred administration fees totaling $7,075 which are included in the Statement of Operations.

For the period ended September 30, 2016, the Fund incurred transfer agent fees totaling $8,080 which are included in the Statement of Operations. A portion of these fees is paid to outside entities that also provide services to the Trust.

F. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates, and the retirement plans of Virtus and its affiliates, held shares of the Fund which may be redeemed at any time that aggregated to the following:

	Shares		Aggregate Net Asset Value
Class I Shares		761,105	$	3,638

G. Investments in Affiliates

A summary of the Fund’s total long-term and short-term purchases and sales of an affiliated fund Virtus Credit Opportunities Fund, during the period ended September 30, 2016, is as follows:

	Value, beginning of period		Purchases		Sales Proceeds		Value, end of period		Dividend Income		Distributions of Realized Gains
Virtus Credit Opportunities Fund	$	67,751	$	527	$	—	$	68,703	$	2,610	$	—

The Fund does not invest in the underlying fund for the purpose of exercising management or control; however the investments made by the Fund within each of its principal investment strategies may represent a significant portion of the underlying fund’s net assets. At September 30, 2016, the Fund was the owner of record of approximately 72% of the Virtus Credit Opportunities Fund.

H. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the

52

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 4. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities for the Fund (excluding U.S. Government and agency securities, and short-term securities) during the period ended September 30, 2016, were as follows:

Purchases		Sales
$	3,279,174	$	4,105,071

Purchases and sales of long-term U.S. Government and agency securities for the Fund during the period ended September 30, 2016, were as follows:

Purchases		Sales
$	499,316	$	350,698

Note 5. Borrowings

($ reported in thousands)

On June 29, 2016, the Fund and other affiliated funds renewed a $50,000 secured line of credit. The Credit Agreement (the “Agreement”) is with a commercial bank (the “Bank”) that allows the Fund to borrow cash from the Bank to manage large unexpected redemptions and trade fails, up to a limit of one-third of the Fund’s total net assets in accordance with the Agreement. The agreement has a term of 364 days and is renewable by the Fund with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Fund and other affiliated funds are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

The Fund had no outstanding borrowings at any time during the period ended September 30, 2016.

Note 6. 10% Shareholders

As of September 30, 2016, the Fund had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of the Fund as detailed below.

% of Shares Outstanding			Number of Accounts
	32	%		2*

* The shareholders are not affiliated with Virtus.

53

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 7. Credit Risk and Asset Concentrations

In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund’s ability to repatriate such amounts.

High-yield/high-risk securities typically entail greater price volatility and/or principal and interest rate risk. There is a greater chance that an issuer will not be able to make principal and interest payments on time. Analysis of the creditworthiness of issuers of high-yield/high-risk securities may be complex, and as a result it, may be more difficult for the Adviser and/or Subadviser to accurately predict risk.

The Fund may invest a high percentage of its assets in specific sectors of the market in the pursuit of its investment objective. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors.

Note 8. Illiquid and Restricted Securities

Investments generally are considered illiquid if they cannot be disposed of in seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the Fund. Additionally, the following information is also considered in determining illiquidity: the frequency of trades and quotes for the investment, whether the investment is listed for trading on a recognized domestic exchange and/or whether two or more brokers are willing to purchase or sell the security at a comparable price, the extent of market making activity in the investment and the nature of the market for investment. Illiquid securities are footnoted as such at the end of the Fund’s Schedule of Investments where applicable. However, a portion of such footnoted securities could be liquid where the Subadviser determines that some, though not all, of the position could be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the Fund.

Restricted securities are illiquid securities, as defined above, not registered under the Securities Act of 1933, as amended (the “1933 Act”). Generally, 144A securities are excluded from this category, except where defined as illiquid.

The Fund will bear any costs, including those involved in registration under the 1933 Act, in connection with the disposition of such securities.

The Fund held securities considered to be illiquid at September 30, 2016 with an aggregate value of $168 representing 0.00% of the Fund’s net assets.

At September 30, 2016, the Fund did not hold any securities that are both illiquid and restricted.

Note 9. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Each Trustee has also entered into an indemnification agreement with the Trust. In addition, in the normal course of business the Fund enters into contracts that provide a variety of indemnifications to other parties. The Fund’s maximum exposure under these arrangements

54

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

is unknown as this would involve future claims that may be made against the Fund and that have not occurred. However, the Fund has not had prior claims or losses pursuant to these arrangements and expects the risk of loss to be remote.

Note 10. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows:

Federal Tax Cost	Unrealized Appreciation	Unrealized (Depreciation)	Net Unrealized Appreciation (Depreciation)
$7,064,261	$152,047	$(121,012)	$31,035

The Fund has capital loss carryovers available to offset future realized gains as follows:

No Expiration		Total
Short-Term	Long-Term
$49,295	$25,236	$74,531

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for tax years beginning after December 22, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses.

Capital losses realized after October 31 and certain late year losses may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal year ended September 30, 2016, the Fund deferred and recognized qualified late year losses as follows:

Late Year Ordinary Losses Deferred	Late Year Ordinary Losses Recognized	Capital Loss Deferred	Capital Loss Recognized
$—	$—	$30,985	$56,744

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) (which are disclosed above) consist of the following:

Undistributed Ordinary Income	Undistributed Long-term Capital Gains
$14,452	$—

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

55

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

The tax character of dividends and distributions paid during the years ended September 30, 2016 and 2015 was as follows:

	Year Ended
	2016		2015
Ordinary Income	$	209,695	$	206,751
Long-Term Capital Gains		—		—
Return of Capital		—		42,244
Total	$	209,695	$	248,995

Note 11. Reclassifications of Capital Accounts

($ reported in thousands)

For financial reporting purposes, book basis capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Permanent reclassifications can arise from differing treatment of certain income and gain transactions, nondeductible current year net operating losses, expiring capital loss carryovers and investments in passive foreign investment companies. The reclassifications have no impact on the net assets or net asset value of the Fund. As of September 30, 2016, the Fund recorded reclassifications to increase (decrease) the accounts as listed below:

Capital Paid in on Shares of Beneficial Interest	Undistributed Net Investment Income (Loss)	Accumulated Net Realized Gain (Loss)
$—	$(7,227)	$7,227

Note 12. Regulatory Matters and Litigation

From time to time, the Trust, the Adviser and/or Subadvisers and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated

56

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part and denying in part the defendants’ motions to dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

Note 13. Subsequent Events

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued, and has determined that the following subsequent event requires recognition or disclosure in the financial statements.

Effective November 3, 2016, the Fund began offering Class R6 shares.

57

Report of Independent Registered Public

Accounting Firm

To the Board of Trustees of

Virtus Opportunities Trust and Shareholders of

Virtus Multi-Sector Short Term Bond Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of the Virtus Multi-Sector Short Term Bond Fund (one of the funds constituting Virtus Opportunities Trust, hereafter referred to as the “Fund”) at September 30, 2016, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian, brokers, and transfer agent of the investee funds, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

58

VIRTUS MULTI-SECTOR SHORT TERM BOND FUND

TAX INFORMATION NOTICE

SEPTEMBER 30, 2016 (Unaudited)

For the fiscal year ended September 30, 2016, the Fund makes the following disclosures for federal income tax purposes. Below is listed the percentage, or the maximum amount allowable, of its ordinary income dividends (“QDI”) to qualify for the lower tax rates applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Fund which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The actual percentage of QDI and DRD for the calendar year will be designated in year-end tax statements. The Fund designates the amount below as long-term capital gains dividends (“LTCG”) taxable at a 20% rate, or lower depending on the shareholder’s income ($ reported in thousands). LTCG amount, if subsequently different, will be designated in the next annual report.

QDI	DRD	LTCG
—%	—%	$—

59

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

At a special meeting of shareholders of all series of Virtus Equity Trust, Virtus Insight Trust and Virtus Opportunities Trust, held on May 19, 2016, shareholders of Virtus Opportunities Trust (the “Trust”) voted on the following proposals:

Proposal 1.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To elect six Trustees to serve on the Board of Trustees until the next meeting of shareholders at which Trustees are elected.
George R. Aylward		1,145,056,198.477		24,756,597.221		0
Thomas J. Brown		1,144,160,222.050		25,652,573.650		0
Donald C. Burke		1,145,758,834.912		24,053,960.790		0
Roger A. Gelfenbien		1,144,297,795.833		25,514,999.865		0
John R. Mallin		1,144,938,076.292		24,874,719.410		0
Hassell H. McClellan		1,143,864,433.134		25,948,362.566		0

Shareholders of the Trust voted to approve the above proposal.

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus CA Tax Exempt Bond Fund		1,258,194.893		91,895.368		41,271.245
Virtus Emerging Markets Debt Fund		3,015,152.206		198.283		0
Virtus Emerging Markets Equity Income Fund		3,672,832.400		0		0
Virtus Emerging Markets Opportunities Fund		620,793,093.034		25,302,093.728		9,306,937.262
Virtus Emerging Markets Small-Cap Fund		494,281.793		0		0
Virtus Essential Resources Fund		504,931.913		0		0
Virtus Foreign Opportunities Fund		27,726,679.250		666,663.374		564,703.507
Virtus Greater European Opportunities Fund		818,457.900		37,502.974		15,676.215
Virtus International Small-Cap Fund		3,074,638.276		5,991.041		10,261.000
Virtus International Wealth Masters Fund		518,044.295		0		0
Virtus Low Duration Income Fund		10,449,114.393		779,684.940		311,840.943
Virtus Multi-Sector Intermediate Bond Fund		11,147,670.008		724,253.699		406,427.672
Virtus Multi-Sector Short Term Bond Fund		618,834,424.483		21,316,032.964		14,819,955.463

Shareholders of the Funds listed above voted to approve the above proposal.

60

RESULTS OF SHAREHOLDER MEETING (Continued)

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Foreign Opportunities Fund		27,568,524.708		741,409.046		648,118.377
Virtus Multi-Sector Short Term Bond Fund		615,281,810.614		22,749,361.497		16,939,237.795

Shareholders of the Funds listed above voted to approve the above proposal.

61

FUND MANAGEMENT TABLES (UNAUDITED)

Information pertaining to the Trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the Trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for Trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).

62

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Independent Trustees (Continued)

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

Interested Trustee

The individual listed below is an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, as amended, and the rules and regulations thereunder.

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

63

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Officers of the Trust Who Are Not Trustees

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.

64

FUND MANAGEMENT TABLES (UNAUDITED) (Continued)

Officers of the Trust Who Are Not Trustees (Continued)

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

65

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301-9668

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Nancy J. Engberg, Vice President and Chief Compliance Officer

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl Street

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public

Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services	1-800-243-1574
Adviser Consulting Group	1-800-243-4361
Website	Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

For more information about

Virtus Mutual Funds, please call

your financial representative, or

contact us at 1-800-243-1574

or Virtus.com

8010 11-16

P.O. Box 9874

Providence, RI 02940-8074

ANNUAL REPORT

Virtus Emerging Markets Debt Fund

Virtus Emerging Markets Equity Income Fund*

Virtus Emerging Markets Small-Cap Fund*

Virtus Global Infrastructure Fund*

Virtus Global Opportunities Fund

Virtus Global Real Estate Securities Fund*

Virtus Greater European Opportunities Fund

Virtus International Equity Fund*

Virtus International Real Estate Securities Fund

Virtus International Small-Cap Fund

Virtus International Wealth Masters Fund

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

* Prospectus and Statement of Additional Information (“SAI”) supplements applicable to these Funds appear
at the back of this annual report.

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Message to Shareholders				1
Disclosure of Fund Expenses				2
Key Investment Terms				4
Fund	Fund Summary		Schedule of Investments
Virtus Emerging Markets Debt Fund (“Emerging Markets Debt Fund”)		8		36
Virtus Emerging Markets Equity Income Fund (“Emerging Markets Equity Income Fund”)		10		40
Virtus Emerging Markets Small-Cap Fund (“Emerging Markets Small-Cap Fund”)		13		42
Virtus Global Infrastructure Fund (“Global Infrastructure Fund”)		15		43
Virtus Global Opportunities Fund (“Global Opportunities Fund”)		18		44
Virtus Global Real Estate Securities Fund (“Global Real Estate Securities Fund”)		21		45
Virtus Greater European Opportunities Fund (“Greater European Opportunities Fund”)		24		47
Virtus International Equity Fund (“International Equity Fund”)		27		48
Virtus International Real Estate Securities Fund (“International Real Estate Securities Fund”)		29		49
Virtus International Small-Cap Fund (“International Small-Cap Fund”)		32		51
Virtus International Wealth Masters Fund (“International Wealth Masters Fund”)		34		53
Statements of Assets and Liabilities				56
Statements of Operations				60
Statements of Changes in Net Assets				64
Financial Highlights				70
Notes to Financial Statements				76
Report of Independent Registered Public Accounting Firm				89
Tax Information Notice				90
Consideration of Subadvisory by the Board of Trustees				91
Results of Shareholder Meetings				94
Fund Management Tables				99

Proxy Voting Procedures and Voting Record (Form N-PX)

The subadvisers vote proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees of the Trust (“Trustees,” or the “Board”). You may obtain a description of these procedures, along with information regarding how the Funds voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

Form N-Q Information

The Trust files a complete schedule of portfolio holdings for each Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Funds presented in this book unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, each Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To My Fellow Shareholders of Virtus Mutual Funds:

I am pleased to present this annual report that reviews the performance of your fund for the 12 months ended September 30, 2016. During the first half of the fiscal year, global equity markets were challenged by falling oil prices, China’s slowdown, and concerns over the Federal Reserve’s (“the Fed”) first rate hike in nine years, which occurred in December 2015. Equities plummeted in early 2016, but stabilizing oil prices and the Fed’s softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely

short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By the end of September, U.S. equity markets had recovered much of their losses, and the 12-month period was positive for many asset classes. For the 12 months ended September 30, 2016, U.S. small-cap stocks kept pace with U.S. large-cap stocks, as measured by the 15.47% and 15.43% returns of the Russell 2000® Index and S&P 500® Index, respectively. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.78%, while the MSCI EAFE® Index (net) returned 6.52%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.06% one year earlier. For the 12 months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.19%, while non-investment grade bonds rose 12.73%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success. Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016

Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1

VIRTUS OPPORTUNITIES TRUST

Disclosure of Fund Expenses (Unaudited)

For the six-month period of April 1, 2016 to September 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of a Virtus Opportunities Trust Fund (each, a “Fund”), you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class B and Class C shares; and (2) ongoing costs, including investment advisory fees, distribution and service fees, and other expenses. Class I shares and Class R6 shares are sold without sales charges and do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first section under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on each Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Emerging Markets Debt Fund
Actual
Class A	$	1,000.00	$	1,102.30		1.37	%	$	7.20
Class C		1,000.00		1,098.30		2.11			11.07
Class I		1,000.00		1,105.00		1.11			5.84
Hypothetical (5% return before expenses)
Class A		1,000.00		1,018.15		1.37			6.91
Class C		1,000.00		1,014.45		2.11			10.63
Class I		1,000.00		1,019.45		1.11			5.60
Emerging Markets Equity Income Fund
Actual
Class A	$	1,000.00	$	1,091.90		1.77	%	$	9.26
Class C		1,000.00		1,086.60		2.53			13.20
Class I		1,000.00		1,092.40		1.52			7.95
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.15		1.77			8.92
Class C		1,000.00		1,012.35		2.53			12.73
Class I		1,000.00		1,017.40		1.52			7.67
Emerging Markets Small-Cap Fund
Actual
Class A	$	1,000.00	$	1,135.70		1.87	%	$	9.98
Class C		1,000.00		1,131.20		2.61			13.91
Class I		1,000.00		1,136.80		1.61			8.60
Hypothetical (5% return before expenses)
Class A		1,000.00		1,015.65		1.87			9.42
Class C		1,000.00		1,011.95		2.61			13.13
Class I		1,000.00		1,016.95		1.61			8.12
Global Infrastructure Fund
Actual
Class A	$	1,000.00	$	1,066.20		1.35	%	$	6.97
Class C		1,000.00		1,062.40		2.10			10.83
Class I		1,000.00		1,067.50		1.10			5.69
Hypothetical (5% return before expenses)
Class A		1,000.00		1,018.25		1.35			6.81
Class C		1,000.00		1,014.50		2.10			10.58
Class I		1,000.00		1,019.50		1.10			5.55
Global Opportunities Fund
Actual
Class A	$	1,000.00	$	1,052.30		1.49	%	$	7.64
Class B		1,000.00		1,048.00		2.24			11.47
Class C		1,000.00		1,048.30		2.24			11.47
Class I		1,000.00		1,053.10		1.24			6.36
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.55		1.49			7.52
Class B		1,000.00		1,013.80		2.24			11.28
Class C		1,000.00		1,013.80		2.24			11.28
Class I		1,000.00		1,018.80		1.24			6.26
Global Real Estate Securities Fund
Actual
Class A	$	1,000.00	$	1,038.00		1.42	%	$	7.23
Class C		1,000.00		1,033.80		2.17			11.03
Class I		1,000.00		1,039.20		1.17			5.96
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.90		1.42			7.16
Class C		1,000.00		1,014.15		2.17			10.93
Class I		1,000.00		1,019.15		1.17			5.91

2

VIRTUS OPPORTUNITIES TRUST

Disclosure of Fund Expenses (Unaudited) (Continued)

For the six-month period of April 1, 2016 to September 30, 2016

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During Period*
Greater European Opportunities Fund
Actual
Class A	$	1,000.00		$993.70		1.48	%	$	7.38
Class C		1,000.00		989.80		2.25			11.19
Class I		1,000.00		994.40		1.23			6.13
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.60		1.48			7.47
Class C		1,000.00		1,013.75		2.25			11.33
Class I		1,000.00		1,018.85		1.23			6.21
International Equity Fund
Actual
Class A	$	1,000.00	$	1,054.70		1.53	%	$	7.86
Class C		1,000.00		1,050.60		2.27			11.64
Class I		1,000.00		1,056.00		1.27			6.53
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.35		1.53			7.72
Class C		1,000.00		1,013.65		2.27			11.43
Class I		1,000.00		1,018.65		1.27			6.41
International Real Estate Securities Fund
Actual
Class A	$	1,000.00	$	1,032.80		1.53	%	$	7.78
Class C		1,000.00		1,028.50		2.28			11.56
Class I		1,000.00		1,034.20		1.28			6.51
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.35		1.53			7.72
Class C		1,000.00		1,013.60		2.28			11.48
Class I		1,000.00		1,018.60		1.28			6.46
International Small-Cap Fund
Actual
Class A	$	1,000.00	$	1,143.70		1.61	%	$	8.63
Class C		1,000.00		1,140.30		2.36			12.63
Class I		1,000.00		1,145.30		1.36			7.29
Class R6		1,000.00		1,145.30		1.27			6.81
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.95		1.61			8.12
Class C		1,000.00		1,013.20		2.36			11.88
Class I		1,000.00		1,018.20		1.36			6.86
Class R6		1,000.00		1,018.65		1.27			6.41
International Wealth Masters Fund
Actual
Class A	$	1,000.00	$	1,040.80		1.57	%	$	8.03
Class C		1,000.00		1,035.80		2.32			11.84
Class I		1,000.00		1,041.70		1.32			6.76
Hypothetical (5% return before expenses)
Class A		1,000.00		1,017.15		1.57			7.92
Class C		1,000.00		1,013.40		2.32			11.68
Class I		1,000.00		1,018.40		1.32			6.66

* Expenses are equal to the relevant Fund’s annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

For Funds which may invest in other funds, the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher.

You can find more information about the Funds’ expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the prospectus.

3

KEY INVESTMENT TERMS

American Depositary Receipt (ADR)

Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or a trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares.

Bank of Japan

The Bank of Japan is the Japanese central bank.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment-grade fixed-rate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Brexit

A combination of the words “Britain” and “exit” which refers to Britain’s withdrawal form the European Union.

European Central Bank (“ECB”)

The European Central Bank (ECB) is responsible for conducting monetary policy for the euro area. The ECB was established as the core of the Eurosystem and the European System of Central Banks (ESCB). The ESCB comprises the ECB and the National Central Banks (NCBs) of all 17 EU Member States whether they have adopted the Euro or not.

European Union (“EU”)

The European Union (“EU”) is a unique economic and political union of 28 European countries. The EU was created in the aftermath of the Second World War that has become a single market for goods and services and it created the single currency the euro.

Exchange-Traded Funds (ETF)

An open-end fund that is traded on a stock exchange. Most ETFs have a portfolio of stocks or bonds that track a specific market index.

Federal Reserve (the “Fed”)

The Central Bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

FTSE Developed Core Infrastructure 50/50 Index (net)

The FTSE Developed Core Infrastructure 50/50 Index (net) is a free float-adjusted market capitalization weighted index that gives participants an industry-defined interpretation of infrastructure and adjust the exposure to certain infrastructure sub-sectors. The constituent weights for the index are 50% Utilities, 30% Transportation including capping of 7.5% for railroads/railways and a 20% mix of other sectors including pipelines, satellites and telecommunication towers. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

FTSE EPRA/NAREIT Developed Rental ex U.S. Index (net)

The FTSE EPRA/NAREIT Developed Rental ex U.S. Index (net) is a free-float market capitalization-weighted index measuring international real estate securities, which meet minimum size, liquidity and investment focus criteria. The index is a sub-set of the FTSE EPRA/NAREIT Investment Focus Index Series, which separates the existing constituents into both Rental and Non-Rental Indices. A company is classified as Rental if the rental revenue from properties is greater than or equal to 70% of total revenue. The classification is based on revenue sources as disclosed in the latest published financial statement. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

4

KEY INVESTMENT TERMS (Continued)

FTSE EPRA/NAREIT Developed Rental Index (net)

The FTSE EPRA/NAREIT Developed Rental Index (net) is a free-float market capitalization-weighted index measuring global real estate securities, which meet minimum size, liquidity and investment focus criteria. The index is a sub-set of the FTSE EPRA/NAREIT Investment Focus Index Series, which separates the existing constituents into both Rental and Non-Rental Indices. A company is classified as Rental if the rental revenue from properties is greater than or equal to 70% of total revenue. The classification is based on revenue sources as disclosed in the latest published financial statement. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Global Industry Classification Standard (GICS)

The Global Industry Classification Standard (GICS) is a standardized classification system for equities that was developed by, and is the exclusive property and a service mark of, MSCI Inc. (MSCI) and Standard & Poor’s, a division of the McGraw-Hill Companies, Inc. (S&P). As of September 1, 2016, the GICS structure comprises 11 sectors, 24 industry groups, 68 industries, and 157 subindustries.

Global Infrastructure Linked Benchmark

The Global Infrastructure Linked Benchmark consists of the MSCI World Infrastructure Sector Capped Index, a market capitalization weighted index that measures performance of global infrastructure companies by capturing broad and diversified opportunities across telecommunication, utilities, energy, transportation and social infrastructure sectors. The telecommunication infrastructure and utilities sector each represent one-third of the index weight, while energy, transportation and social infrastructure sectors have a combined weight of the remaining one-third of the index. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment. Performance of the Global Infrastructure Linked Benchmark prior to 9/1/2008 represents an allocation consisting of 65% MSCI USA/Utilities Index, 20% MSCI World Telecom Services Index, and 15% MSCI World ex USA/Utilities Index.

Gross Domestic Product (GDP)

The gross domestic product (GDP) represents the market value of all goods and services produced by the economy during the period measured, including personal consumption, government purchases, private inventories, paid-in construction costs and the foreign trade balance.

In Specie

In Specie is a phrase describing the distribution of an asset in its present form, rather than selling it and distributing the cash. In specie distribution is made when cash is not readily available, or allocating the physical asset is the better alternative.

JPMorgan Corporate Emerging Markets Bond Index (CEMBI)

The JPMorgan Corporate Emerging Markets Bond Index (CEMBI) is a global, liquid corporate emerging markets benchmark that tracks U.S. dollar-denominated corporate bonds issued by emerging markets entities. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

JPMorgan Emerging Markets Bond Global Diversified Index (EMBI Global Diversified)

The JPMorgan Emerging Markets Bond Global Diversified Index (EMBI Global Diversified) is a uniquely-weighted version of the JPMorgan EMBI Global Index. The index limits the weights of those countries with larger debt stock by only including specified portions of these countries’ eligible current face amounts of debt outstanding. The countries covered in the EMBI Global Diversified Index are identical to those covered by the EMBI Global Index. The EMBI Global Index tracks total returns for U.S. dollar-denominated debt instruments issued by emerging market sovereign and quasi-sovereign entities: Brady bonds, loans, Eurobonds. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

JPMorgan Government Bond Index-Emerging Markets (GBI-EM)

The GBI-EM is the first comprehensive, global local emerging markets index, and consists of regularly traded, liquid fixed rate, domestic currency government bonds. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

5

KEY INVESTMENT TERMS (Continued)

MSCI All Country World ex U.S. Small Cap Index (net)

The MSCI All Country World Index ex U.S. Small Cap Index (net) is a free float-adjusted market capitalization-weighted index that measures small cap equity performance of developed and emerging markets, excluding the U.S. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI All Country World Index (net)

The MSCI All Country World Index (net) is a free float-adjusted market capitalization-weighted index that measures equity performance of developed and emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI EAFE^® Index (net)

The MSCI EAFE^® (Europe, Australasia, Far East) Index (net) is a free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI Emerging Markets Small Cap Index (net)

The MSCI Emerging Markets Small Cap Index (net) is a free float-adjusted market capitalization-weighted index designed to measure small cap equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI Europe Index (net)

The MSCI Europe Index (net) is a free float-adjusted market capitalization weighted index that measures equity market performance of the developed markets in Europe. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI World Index (net)

The MSCI World Index (net) is a free float-adjusted market capitalization-weighted index that measures developed global market equity performance. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

MSCI World Infrastructure Sector Capped Index (net)

The MSCI World Infrastructure Sector Capped Index (net) is a market capitalization weighted index that measures performance of global infrastructure companies by capturing broad and diversified opportunities across telecommunication, utilities, energy, transportation and social infrastructure sectors. The telecommunication infrastructure and utilities sector each represent one-third of the index weight, while energy, transportation and social infrastructure sectors have a combined weight of the remaining one-third of the index. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Organization of the Petroleum Exporting Countries (OPEC)

The Organization of the Petroleum Exporting Countries was originally organized in September 1960 with 5 member countries and there are currently 12 member countries. The organization’s objective is to co-ordinate and unify petroleum policies among member countries, in order to secure fair and stable prices for petroleum producers; an efficient, economic and regular supply of petroleum to consuming nations; and a fair return on capital to those investing in the industry.

6

KEY INVESTMENT TERMS (Continued)

Real Estate Investment Trust (REIT)

A publicly traded company that owns, develops and operates income-producing real estate such as apartments, office buildings, hotels, shopping centers and other commercial properties.

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Sponsored ADR (American Depositary Receipt)

An ADR which is issued with the cooperation of the company whose stock will underlie the ADR. Sponsored ADRs generally carry the same rights normally given to stockholders, such as voting rights. ADRs must be sponsored to be able to trade on a major U.S. exchange such as the New York Stock Exchange (“NYSE”).

U.S. Dollar Spot Index

The U.S. Dollar Spot Index tracks the strength of the U.S. dollar against a basket of foreign currencies (euro, yen, British pound, Canadian dollar, Swedish krona, and Swiss franc) on a weighted average basis.

7

Emerging Markets Debt Fund   Fund Summary Ticker Symbols: Class A: VEDAX Class C: VEDCX Class I: VIEDX

Portfolio Manager Commentary by Newfleet Asset Management, LLC

¢ The Fund is diversified and has an investment objective of total return from current income and capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 15.58%, Class C shares returned 14.60%, and Class I shares returned 15.88%. For the same period, the Bloomberg Barclays U.S. Aggregate Bond Index, a broad-based fixed income index, returned 5.19%, and the JPMorgan Emerging Markets Bond Global Diversified Index, the Fund’s style-specific benchmark appropriate for comparison, returned 16.20%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Emerging market (EM) dollar-denominated debt returns outperformed several key domestic fixed income sectors including the U.S. investment grade corporate, U.S. high yield corporate, and intermediate U.S. Treasury sectors during the fiscal year ended September 30, 2016. EM sovereign dollar-denominated debt, as represented by the J.P. Morgan Emerging Markets Bond Global Diversified Index (EMBI), returned 16.20% for the period. EM dollar-denominated corporate debt, as represented by the J.P. Morgan Corporate Emerging Markets Bond Index Diversified Index (CEMBI), returned 12.53% for the period while local market returns, as measured by the J.P. Morgan GBI-EM Diversified Index, returned 14.48%.

EM debt market returns were positively impacted by the stabilization of China’s economic growth and other higher frequency economic data points and a rebound in commodity prices. China’s economy continued its transformation from investment to consumption, and growth continued to adjust to more sustainable levels. Meanwhile, the decline in commodity prices that characterized much of 2015 began to abate as supply and demand factors began

to rebalance. Importantly, oil markets underwent a substantial favorable adjustment over the year, which supported the credit profile of several key emerging markets economies.

In addition to the stabilization seen in China’s economy and improvement in key commodity markets, the U.S. Federal Reserve (“the Fed”) proved to be more “dovish” than market expectations. This boosted sentiment towards the asset class. The improvement in Brazil’s political environment and the return of Argentina to the international credit markets also contributed to positive sentiment in EM fixed income.

Within the EMBI sovereign universe, which focuses on government-issued bonds, the high yield and longer-duration segments outperformed with gains particularly strong in the Latin America and Africa regions, including Argentina, Venezuela, Ecuador, and Zambia. Meanwhile, several higher quality issuers in Central and Eastern Europe underperformed, including Latvia, Lithuania, and Poland. The CEMBI corporate universe experienced similar trends to the sovereign index with relative outperformance in the Latin America and Africa regions.

What factors affected the Fund’s performance during its fiscal year?

The Fund’s overall net return performance slightly underperformed relative to its style-specific benchmark. Country exposure to Venezuela, Argentina, and Brazil and exposure to longer-duration assets contributed positively to the Fund’s relative performance. The move during the period to increase the Fund’s allocation to sovereign issuers versus corporate issuers also helped performance. The Fund’s exposure to local currency-denominated investments during the period was largely neutral to relative performance.

The timing of certain EM corporate credit sales detracted from the Fund’s overall performance during the period. In addition, the Fund held some EM corporate securities that became distressed during the period which negatively impacted relative performance.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment

advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Corporate Bonds and Notes			54	%
Energy	19	%
Financials	15
Industrials	5
Materials	4
All other Corporate Bonds and Notes	11
Foreign Government Securities			43
Other (includes short-term investments)			3
Total			100	%

Credit & Interest: Debt securities are subject to various risks, the most prominent of which are credit and interest rate risk. The issuer of a debt security may fail to make interest and/or principal payments. Values of debt securities may rise or fall in response to changes in interest rates, and this risk may be enhanced with longer-term maturities.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

High Yield-High Risk Fixed Income Securities: There is a greater level of credit risk and price volatility involved with high yield securities than investment grade securities.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

8

Emerging Markets Debt Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		15.58	%		3.21	%		9/5/12
Class A Shares at POP3,4		11.25			2.25			9/5/12
Class C Shares at NAV2 and with CDSC4		14.60			2.43			9/5/12
Class I Shares at NAV		15.88			3.47			9/5/12
Bloomberg Barclays U.S. Aggregate Bond Index		5.19			2.57	5		—
JPMorgan Emerging Markets Bond Global Diversified Index		16.20			5.19	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.49%, Net 1.36%; C Shares: Gross 2.24%, Net 2.11%; I Shares: Gross 1.24%, Net 1.11%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 3.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 5, 2012 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

9

Emerging Markets Equity Income Fund   Fund Summary Ticker Symbols: Class A: VEIAX Class C: VEICX Class I: VEIIX

Portfolio Manager Commentary by

KBI Global Investors (North America) Ltd.

¢ The Fund is diversified and has investment objectives of capital appreciation and income.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 12.42%, Class C shares returned 11.54%, and Class I shares returned 12.69%. For the same period, the MSCI Emerging Markets Index (net), which serves as the Fund’s broad-based and style-specific benchmark appropriate for comparison, returned 16.78%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1) How did the markets perform during the Fund’s fiscal year?

During the Fund’s fiscal year, global stock markets had strong gains, bond yields continued to trend lower, and commodity prices were generally higher. Emerging market equities were particularly strong, returning 16.78%, as measured by the MSCI Emerging Markets Index, in U.S. dollars (USD), outperforming by a significant margin their developed world counterparts, which returned 11.4%, as measured by the MSCI World Index (net).

The extraordinary easy monetary policy pursued by central banks globally since 2008 continued throughout the period. More recently, this journey has resulted in increasingly negative interest rates and bond yields around the globe. Indeed, the U.S. Federal Reserve’s decision to raise interest rates last December, even if repeated in coming months, is looking more and more like an anomaly in this overall context. Low rates and yields have become the new normal. Emerging markets have benefited from this environment. Generally stronger performance from commodities and better-than-feared data from China in particular also helped emerging market equities to outperform.

Latin American equities received a boost from Brazil’s strong stock market gains, as growing expectations of improved earnings and economic growth

continued to support the recovery there. Europe, the Middle East, and Africa (“EMEA”) was the relative laggard over the period as South African equities struggled after the central bank raised its benchmark repurchase rate to avert a pick-up in inflation expectations.

2) What factors affected the Fund’s performance during its fiscal year?

In constructing the portfolio, we seek to ensure that all excess value is delivered through security selection rather than through regional or sector bets. This is due to our conviction that the characteristics exhibited by companies and managements that are committed to paying and growing their dividends are powerful indicators of a company’s future health and profitability. Style factors do inevitably have an impact.

The Fund underperformed the benchmark during the fiscal year. Our key style biases were all out of favor over that period: specifically value, high yield, and mid-cap stocks. At an overall level for emerging markets, growth outperformed value during the period. This acted as a headwind for our strategy, which inherently has a value tilt. One of the key market inefficiencies that we exploit is the under-pricing by investors of the earnings growth delivered by higher payout companies. While value did outperform by a considerable margin in Latin America, this was not enough to counteract the performance of growth stocks in the rest of the emerging markets regions.

High yielding stocks underperformed during the period and within that extremely low yielding, and even zero yielding, companies accounted for much of the benchmark’s return during period. These stocks are especially concentrated in the software & services sector in China and India, and also in the hardware & technology sector in Korea. The Fund has exposure to these sectors but is not invested in stocks which are not high yielding enough to meet our criteria and which are trading on extremely high multiples. This resulted in relative stock selection detracting from performance, especially in the software & services and technology & hardware industries. In terms of countries, China, India, and Korea were the countries where our stock selection detracted relative to the benchmark. South Africa was a negative contributor,

driven in part by our underweight position in a media stock with technology exposure.

At the industry level, the strongest positive contributors during the period were food and consumer staples retailing, pharmaceuticals and biotechnology, real estate (especially in China), and transportation (especially in Malaysia). At the country level, Brazil, Malaysia, and Mexico were the strongest contributors to performance, leading to outperformance of the Latin American region over the period.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Financials	31	%
Information Technology	23
Consumer Discretionary	9
Industrials	8
Materials	7
Energy	6
Telecommunication Services	5
Other	11
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

10

Emerging Markets Equity Income Fund (Continued)

Geographic Concentration: A fund that focuses its investments in a particular geographic location will be highly sensitive to financial, economic, political, and other developments affecting the fiscal stability of that location.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

11

Emerging Markets Equity Income Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		12.42	%		-0.02	%		9/5/12
Class A Shares at POP3,4		5.96			-1.47			9/5/12
Class C Shares at NAV2 and with CDSC4		11.54			-0.79			9/5/12
Class I Shares at NAV		12.69			0.22			9/5/12
MSCI Emerging Markets Index (net)*		16.78			1.47	5		—
S&P 500® Index*		15.43			13.67	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.78%, Net 1.77%; C Shares: Gross 2.53%, Net 2.52%; I Shares: Gross 1.53%, Net 1.52%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised through September 30, 2016, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

* The MSCI Emerging Markets Index (net) is an appropriate Broad Based Index. The Fund is no longer using the S&P 500^® Index.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 5, 2012 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

12

Emerging Markets Small-Cap Fund   Fund Summary Ticker Symbols: Class A: VAESX Class C: VCESX Class I: VIESX

Portfolio Manager Commentary by Kayne Anderson Rudnick Investment Management, LLC

¢ The Fund is diversified and has an investment objective of capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 20.66%, Class C shares returned 19.62%, and Class I shares returned 20.82%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the MSCI Emerging Markets Small Cap Index (net), the Fund’s style-specific benchmark appropriate for comparison, returned 12.65%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Following the sharp sell-off in the calendar third quarter of 2015 (the Fund’s fiscal fourth quarter), global equity markets rallied in the fourth quarter of 2015. Selling resumed early in the first quarter of 2016 over global growth concerns. As the global economic growth outlook stabilized, and concerns over central bank tightening (primarily by the U.S. Federal Reserve) waned, global equities advanced substantially over the last two quarters.

Following dismal performance over the last few years, materials was the best performing equity sector over the last year as global commodity prices finally showed signs of stabilization. Because of this, countries where natural resources make up a large part of the economy, such as Brazil, Russia, and South Africa, performed strongly. The notable underperformer was South Korea, where small-cap stocks declined slightly in an otherwise strong market.

What factors affected the Fund’s performance during its fiscal year?

The Fund outperformed the benchmark by a significant margin over the year, mainly driven by stock selection. Our geographic weighting provided

some tailwind, mainly driven by our overweight position in Brazil. In terms of sectors, our stock selection in industrials helped performance, but our significant overweight in consumer staples was a drag as that sector underperformed.

Looking at individual stocks, the largest positive contributor to performance was Tegma Gestao Logistica, a transportation logistics company in Brazil. Its primary business is transporting new cars from automotive production facilities to dealerships throughout the country. Last year, Tegma was our largest detractor from performance as the Brazilian auto industry, and the country overall, deteriorated from simply bad into a genuine crisis. Over the last 12 months, we saw some signs of stabilization in Brazil on many fronts, and there is optimism that the automotive industry may resume growth next year. Tegma also took important steps over this time to strengthen its balance sheet and improve its cost structure.

The largest detractor from performance over the last year was Autohome. The company, which is listed in the U.S., is the leading online destination for automobile consumers in China. The shares have been under pressure for two primary reasons. First, management continues to invest in their new car transaction business at the expense of current margins. Second, there has been significant management and shareholder turnover as the controlling shareholder, Australian-listed Telstra, sold most of their stake to Ping An, a Chinese-listed insurance company, who subsequently replaced senior management. Collectively, this has created uncertainty with investors, which generally leads to lower stock prices. While we are frustrated with some of the actions taking place at the management and ownership level, the core business at Autohome continued to perform well at the Fund’s fiscal year end. We believe that the strength of the core business will ultimately drive the overall profitability of the business and the stock in the long run and therefore continued to hold our position at the Fund’s fiscal year end.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future

results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Industrials	27	%
Consumer Staples	23
Financials	17
Materials	12
Consumer Discretionary	10
Information Technology	9
Energy	1
Other (includes short-term investments)	1
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Limited Number of Investments: Because the Fund has a limited number of securities, it may be more susceptible to factors adversely affecting its securities than a less concentrated fund.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

13

Emerging Markets Small-Cap Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		20.66	%		-0.59	%		12/17/13
Class A Shares at POP3,4		13.72			-2.68			12/17/13
Class C Shares at NAV2 and with CDSC4		19.62			-1.34			12/17/13
Class I Shares at NAV		20.82			-0.36			12/17/13
S&P 500® Index		15.43			9.59	5		—
MSCI Emerging Markets Small Cap Index (net)		12.65			1.57	5		—

Fund Expense Ratios⁶: A Shares: Gross 3.63%, Net 1.86%; C Shares: Gross 4.38%, Net 2.61%; I Shares: Gross 3.38%, Net 1.61%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on December 17, 2013 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

14

Global Infrastructure Fund   Fund Summary Ticker Symbols: Class A: PGUAX Class C: PGUCX Class I: PGIUX

Portfolio Manager Commentary by Duff & Phelps Investment Management Co.

⬛ The Fund is diversified and has investment objectives of both capital appreciation and current income.

⬛ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 14.79%, Class C shares returned 13.94%, and Class I shares returned 15.07%. For the same period, the S&P 500^® Index, a broad-based equity index returned 15.43%, and the Global Infrastructure Linked Benchmark, the Fund’s style-specific benchmark appropriate for comparison, returned 13.61%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

For the 12 months ended September 30, 2016, developed world equity markets posted strong returns even though there were multiple challenges. Stocks managed to move forward despite tepid economic outlooks across the world, widespread political election uncertainties, and more recently, concerns about the stability of the European banking sector. Market volatility over the period was enhanced by a short-lived, broad-based sell-off triggered by the U.K.’s “Brexit” vote, and was followed by a strong relief rally as global central banks reiterated intentions to continue with monetary easing policies.

In Europe, most stock markets finished the fiscal year in positive territory with Italy a notable exception. Italian stocks were negatively impacted by concerns over a constitutional referendum (a vote is currently scheduled for early December) in which voters will decide the future structure of the government. The current prime minister, viewed by many as constructive toward commerce and markets, has pledged to resign if the reform measures are rejected.

U.S. stock markets ended the fiscal year among the strongest performers in the developed world. After a volatile first half in which the Federal Reserve (“the Fed”) raised the targeted Fed funds rate by 25 basis points, U.S. stocks moved upward as expectations for further Fed rate hikes diminished, Brexit fears were forgotten, and the OPEC oil cartel reached an agreement on oil production cuts.

What factors affected the Fund’s performance during its fiscal year?

Similar to broader equity markets, the sectors in which the Fund invests experienced significant volatility over the course of the fiscal year. While the Fund was outpaced somewhat by the broad U.S. equity market, as measured by the S&P 500^® Index, the Fund did outperform its style-specific benchmark, the Global Infrastructure Linked Benchmark, for the year ended September 30, 2016. The Fund’s outperformance of the style benchmark can be partially attributed to the defensive sectors in which we invest being supported by the “lower-for-longer” interest rate policies instituted by central banks across the developed world.

The primary contributor to the Fund’s outperformance versus the benchmark was stock selection in utilities and transportation. Utilities in several countries were buoyed by accommodative central bank policies. The Fund was overweight U.S. utilities, which sold off prior to the Fed’s December rate hike, but rebounded strongly during the second quarter when investors sensed a less hawkish Fed. However, utilities lost ground during the final quarter as investors rotated out of defensive names due to strong relative performance and the return of rising interest rate concerns.

Transportation, which was the Fund’s largest overweight, was also its top performing sector during the year. Strong stock selection contributed to the sector’s outperformance versus the benchmark. Transportation stocks were driven upward by growing air passenger demand and toll road usage. Air passenger growth was particularly strong in Australia and New Zealand as a result of an expansion in the number of planes and routes to mainland China. However, in Europe we have recently turned more cautious on Northern hub airports as passenger loads have been adversely impacted by terrorism concerns.

Communications was a slight detractor to performance versus the benchmark over the course of the fiscal year mainly due to exposure to the satellite companies. We had a large underweight in the sector, driven by concerns around the wireless market for U.S. integrated telecommunications companies, uncertainty surrounding the impact of the eurozone economy on European telecommunications fundamentals, and stock valuations.

Energy sector performance had a neutral impact on relative performance over the course of the year. Weak stock selection was offset by an overweight sector allocation. After a dismal start, energy was the Fund’s best performing sector over the final three quarters as oil prices stabilized and the stocks reacted positively to the OPEC oil production cuts agreed to in September.

Also contributing positively to the Fund’s outperformance versus the benchmark was the social services sector. The Fund does not have an allocation to health care or educational stocks, as we do not believe they meet our investment criteria for revenue visibility, dividend yield, and geographic diversification. Social services stocks posted positive returns, but they significant lagged those of the four sectors in which the Fund does invest.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

15

Global Infrastructure Fund (Continued)

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Utilities	37	%
Energy	26
Telecommunication Services	16
Industrials	15
Financials	6
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign Investing: Investing internationally involves additional risks such as currency, political, accounting, economic, and market risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Income: Income received from the Fund may vary widely over the short- and long-term.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

16

Global Infrastructure Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years			Since Inception			Inception Date
Class A Shares at NAV2		14.79	%		10.23	%		6.78	%		—			—
Class A Shares at POP3,4		8.19			8.93			6.15			—			—
Class C Shares at NAV2 and with CDSC4		13.94			9.43			6.00			—			—
Class I Shares at NAV		15.07			10.52			—			5.16	%		6/6/08
S&P 500® Index*		15.43			16.37			7.24			8.09	5		—
Global Infrastructure Linked Benchmark		13.61			8.90			5.37			3.41	5		—
FTSE Developed Core Infrastructure 50/50 Index (net)		14.65			11.79			—			—			—
MSCI World Infrastructure Sector Capped Index (net)*		13.61			8.90			5.05			3.18	5		—

Fund Expense Ratios⁶: A Shares: 1.22%; C Shares: 1.97%, I Shares: 0.97%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception returns are from Class I inception date (6/6/08).

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios.

* The MSCI World Infrastructure Sector Capped Index (net) is an appropriate Broad Based Index. The Fund is no longer using the S&P 500^® Index.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

17

Global Opportunities Fund   Fund Summary Ticker Symbols: Class A: NWWOX Class B: WWOBX Class C: WWOCX Class I: WWOIX

Portfolio Manager Commentary by Vontobel Asset Management, Inc.

¢ The Fund is diversified and has an investment objective of capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 11.38%, Class B shares returned 10.60%, Class C shares returned 10.57%, and Class I shares returned 11.65%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the MSCI All Country World Index (net), the Fund’s style-specific benchmark appropriate for comparison, returned 11.96%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the market perform during the Fund’s fiscal year?

During the fiscal year ended September 30, 2016, the MSCI AC World Index (total return net dividends) was positive in the first quarter, flat in the second and third quarters, and positive in the fourth quarter.

The S&P 500^® Index advanced in the fourth quarter of 2015, driven by a recovery in large-cap equities. Following strong October and November U.S. labor reports, the Federal Reserve (“Fed”) raised interest rates by 25 basis points, the first time since 2006. The S&P 500^® Index got off to a volatile start in 2016 as fears of slowed global growth and weakness in China weighed on investor sentiment. U.S. equities began the second quarter of 2016 on a promising note due to improving macroeconomic data, specifically an upgrade to GDP growth. On June 23, the U.K.’s unexpected vote to exit the European Union (“Brexit”) shocked financial markets, prompting increased volatility with a sell-off in global risk assets, rallies in safe-haven assets, and a sharp decline in the British pound against its major trading currencies. However, most global equity market indices recovered some of their losses in the few trading days after the Brexit decision. Optimism about U.S. economic improvement helped fuel markets during the third quarter of 2016. The Fed opted not to

tighten at its September meeting, but left the door open for an increase before year-end.

In the fourth quarter of 2015, the European Central Bank (“ECB”) announced monetary stimulus and cut its deposit rate by 0.10% to -0.3%, which was on the lower end of expectations and disappointed markets. European economic data was generally encouraging over the period. In the first quarter of 2016, the ECB announced a stimulus package that lowered its main policy rates and expanded its asset purchase program. While the package exceeded investors’ expectations, ECB President Mario Draghi hinted that future rate hikes were unlikely to be forthcoming, which drove European stocks down. Economic data signaled that the eurozone economy was continuing to grow, albeit slowly. In the second quarter of 2016, the European equity markets gained momentum with a weaker euro, encouraging macroeconomic data, and hopes for a new debt deal with Greece, although investors remained uncertain about the outcome of the U.K.’s referendum on European Union membership. In the three months after the unexpected “Brexit” vote outcome, European markets were bolstered by a rapid recovery from the sell-off and a generally optimistic second quarter reporting season.

After posting positive returns in October 2015, emerging market equities declined in November and December, ending in slightly positive territory for the fourth quarter of 2015. Volatility continued in emerging markets, as the asset class faced headwinds due to slowing growth, earnings pressure, U.S. dollar strength, a collapse in commodity prices and concerns over the Chinese economy. Emerging market equities rebounded in early 2016, driven by stronger commodity prices, a sharp rise in many emerging market currencies, and lower expectations for U.S. interest rate increases. The rally reversed in May as investors digested waning commodities prices, the prospect of a U.S. rate hike, and the potential impact of a change in government in Brazil after President Dilma Rousseff was suspended from office. Emerging markets rebounded in the third quarter as lower-than-expected interest rates in the United States continued to support demand for higher-yielding assets in the emerging world. Improved capital flows helped some emerging market currencies recover lost ground relative to the U.S. dollar, and stabilizing commodity prices helped a

number of markets during the final months of the fiscal year.

What factors affected the Fund’s performance during its fiscal year?

The following discussion highlights the specific stocks that provided the largest contributions to the Fund’s absolute performance and those that were the largest detractors during the fiscal year. As bottom-up stock pickers, we hope that investors find this useful and gain a greater understanding of how we invest their capital.

Stocks that Helped Absolute Performance

¢ Philip Morris International (“PMI”) (U.S.) —Investors were drawn to the company which continued to perform well. PMI produces and sells cigarettes under brands such as Marlboro and L&M. In our opinion, the company has strong pricing power, leading brands, consistent constant currency earnings growth, opportunities for cost savings, and a large dividend. The company is also behind next generation products such as its heat-not-burn device, iQos.

¢ Amazon (U.S.) — The company performed well and continued to reach new highs as it has exhibited strong results across its three main segments. Firstly, in North America, revenue growth accelerated to 28% in second quarter 2016, while international growth picked up to 30% year-over-year. We believe the main reason is the success of Amazon Prime, which is driving higher frequency of ordering, higher transaction value, and lower churn. We are also seeing better-than-expected margin expansion due to a higher contribution of sales from third-party products, which is also being fueled by increasing availability on Prime and FBA (“fulfilled by Amazon”). Amazon Web Services’ (AWS) revenue growth has remained strong at 58% and operating margins at a record 30%. The penetration into enterprises is still in its early stage and AWS has an advantage in the development of applications, reliability, security and relationships with enterprises. Overall, the operating leverage and margin expansion story are now becoming more evident even after allowing Amazon room for further investment to strengthen its competitive advantage. For 20 years, Amazon has doggedly built its marquee brand into the

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

18

Global Opportunities Fund (Continued)

quintessential name in e-commerce. Consumers worldwide flock to Amazon.com for the widest selection anywhere, the lowest-cost products, the convenience of free shipping, product reviews, and more.

Stocks that Hurt Absolute Performance

¢ Wells Fargo (U.S.) — The company’s stock declined significantly after it was announced in early September that the company had reached a $190 million settlement with the regulators because some of their employees had opened accounts for clients without the clients’ authorization. Employees that were engaged in these unauthorized account openings were let go by the company when the management became aware of what took place. A key point of this case is that we see the unauthorized account opening as a failure of compliance oversight internally. As the company made little income from these activities, the primary benefit appears to have been to employees in reaching performance goals. As a result, we feel it was a genuine oversight by management as opposed to an encouraged or tolerated practice designed to profit the bank at the cost of customers. The amount of the fine is small at $190 million compared to the company’s net income that is running at over $20 billion a year. Our main concern is whether this will have a lasting reputational damage to the company. While we believe Wells Fargo will remain under the spotlight over the coming few weeks, we do not feel, as of the end of the Fund’s fiscal year that the unauthorized account opening problem will have a material impact on customer behavior. As a result, we do not anticipate the bank’s long-term earnings or value have been damaged, despite the negative headlines. We remained holders of Wells Fargo as of the end of the Fund’s fiscal year. The company’s shares have been trading at a price-to-earnings (“P/E”) discount to its regional bank peers and it offers an attractive dividend yield of 3.5%. We are monitoring developments closely, including the Department of Justice’s investigation of the situation. We may react to any further developments if we have reason to believe the sustainability of Wells Fargo’s franchise will be potentially impacted over the longer term.

We believe Wells Fargo has been one of the world’s best-run major banks. Company management steered a sensible lending business that remained on a solid financial footing throughout the 2008-2009 banking crisis. It has a very strong core deposit franchise and benefits from economies of scale. The bank is expected to earn a return on tangible equity of about 14% this year, which is among the highest in the industry.

¢ Cognizant Technology Solutions (U.S.) — Cognizant is an information technology company that provides solutions for software development and maintenance. The company guided for weaker 2016 revenue growth, which weighed on its share price.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Staples	30	%
Information Technology	23
Financials	17
Consumer Discretionary	16
Health Care	12
Materials	2
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Geographic Concentration: A fund that focuses its investments in a particular geographic location will be highly sensitive to financial, economic, political, and other developments affecting the fiscal stability of that location.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

19

Global Opportunities Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			10 years			Since Inception			Inception Date
Class A Shares at NAV2		11.38	%		12.06	%		4.53	%		—			—
Class A Shares at POP3,4		4.98			10.74			3.91			—			—
Class B Shares at NAV2		10.60			11.24			3.77			—			—
Class B Shares with CDSC4		6.60			11.24			3.77			—			—
Class C Shares at NAV2 and with CDSC4		10.57			11.25			3.75			—			—
Class I Shares at NAV		11.65			—			—			10.23	%		8/8/12
S&P 500® Index		15.43			16.37			7.24			13.49	5		—
MSCI AC World Index (net)		11.96			10.63			4.34			8.71	5		—

Fund Expense Ratios⁶: A Shares: 1.45%; B Shares: 2.20%; C Shares: 2.20%; I Shares: 1.20%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for B shares decline from 5% to 0% over a five year period. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵ The since inception index returns are from Class I inception date (8/8/12).

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class B, and Class C shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

20

Global Real Estate Securities Fund   Fund Summary Ticker Symbols: Class A: VGSAX Class C: VGSCX Class I: VGISX

Portfolio Manager Commentary by Duff & Phelps Investment Management Co.

¢ The Fund is diversified and has a primary investment objective of long-term capital appreciation, with a secondary investment objective of income.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 13.75%, Class C shares returned 12.89%, and Class I shares returned 14.06%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the FTSE EPRA/NAREIT Developed Rental Index (net), the Fund’s style specific benchmark appropriate for comparison, returned 16.48%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

The performance of global real estate equities outperformed global equities as demonstrated by the 16.5% increase in the FTSE EPRA/NAREIT Developed Rental Index (net) versus the 11.4% increase in the MSCI World Index, both expressed in U.S. dollar terms. Global real estate equities also outperformed U.S. equities during the period, but by a smaller margin, as represented by the 15.4% increase in the S&P 500^® Index during the fiscal year.

In many ways the macro environment during the Fund’s fiscal year came full circle. While global central banks remained rather dovish over the course of the fiscal year, at the outset in December 2015, the U.S. Federal Reserve (“the Fed”) announced an increase in the target range for the federal funds rate to 0.25% to 0.50% after seven years in the 0% to 0.25% range. While admittedly this was a small move, it was the first time the Fed increased rates in over nine years. At that time the Fed also appeared to be signaling that several more rate increases would be coming in the next year.

The likelihood of further rate increases quickly faded as policy uncertainty out of China and concerns

regarding global economic growth sent global equity markets into a tailspin in early 2016. Also of note during the first quarter of 2016 were further monetary policy actions by the Bank of Japan (“BOJ”) and European Central Bank (“ECB”) seeking to stimulate economic growth and inflation. The BOJ embraced for the first time a negative interest rate policy and the ECB extended its negative interest rate policy.

During the second quarter of 2016, voters in the U.K. delivered a shocking result on June 23 to leave the European Union. Despite polls indicating that the result would be close, very few observers actually believed that the “Brexit” camp would carry the day. Volatility in the global equity and currency markets spiked dramatically following the vote, with the British pound falling 11.1% in the first two days. The U.K. political situation also became more uncertain as Prime Minister Cameron announced his resignation, and Theresa May was appointed as his successor on July 11. It became apparent that Article 50, a two-year negotiating process for the U.K. to leave the E.U., would not be engaged anytime soon. As of the Fund’s fiscal year end, the ultimate implications of Brexit on the U.K. and the broader European Union remain very uncertain and it was expected to take months, if not years, to gain greater clarity. In the meantime, U.K. risk premiums increased and the British pound experienced increased pressure.

As the Fund’s fiscal year came to a close, the Fed appeared once again to be contemplating an increase in the federal funds rate after not raising it since December 2015. Based on the rhetoric leading up to their respective September policy meetings and the meetings themselves, major global central banks seemed to be questioning to varying degrees the efficacy of current monetary policy to achieve their medium-term inflation goals. More than ever, central bankers appeared to be indicating that it will be difficult to achieve their inflation goals without an assist from fiscal policy and structural economic reforms.

Taking a closer look at the performance of individual countries represented within the benchmark FTSE EPRA/NAREIT Developed Rental Index, the five top performers during the fiscal year on a total return basis measured in U.S. dollars were New Zealand, Hong Kong, Norway, Japan, and Singapore. Sweden,

Australia, Belgium, Germany, Finland, Switzerland, Canada, the U.S., and France also outperformed the overall benchmark during the period, demonstrating the breadth of country outperformance.

The five bottom-performing countries in the benchmark during the fiscal year were the U.K., Italy, Spain, Ireland, and Austria. However, the U.K. and Italy were the only countries to deliver a negative total return for the period. Heading into the evening results of the U.K.’s Brexit vote on June 23, both countries had already produced negative fiscal year-to-date total returns. These negative returns widened over the balance of the fiscal year, particularly for the U.K. following the surprise outcome to leave the European Union.

During the Fund’s fiscal year, while the movement of the U.S. dollar was relatively benign and depreciated only slightly, as measured by the basket of currencies in the U.S. Dollar Spot Index, the barbell of performance across the globe was notable. The yen significantly appreciated, along with the Australian dollar, Norwegian krone, and Singapore dollar. On the other hand, as a result of the Brexit vote outcome and noise from the U.S. elections, the British pound and Mexican peso experienced double-digit declines in value versus the U.S. dollar.

Thematically, real estate companies remained active on the capital raising front, particularly in the U.S., Europe ex the U.K., and Japan as they looked to fund redevelopment, development, and acquisitions of recently acquired companies or portfolios of assets. In addition, it was a common occurrence for companies to lock in long-term, inexpensive fixed rate debt. Portfolio pruning and asset recycling were additional sources of capital and more evident in the U.S. than in other markets, as is often the case. We also witnessed ongoing mergers and acquisition activity. Our global travels during the period brought us to numerous countries and cities in the U.S., Europe, and Asia Pacific regions and were helpful in providing timely updates on the space and asset markets in each locale. Additionally, quality time was spent visiting existing REIT holdings in the Fund and conducting due diligence on potential new investment opportunities. At a high level, the strong appetite for high-quality commercial real estate from a wide and deep pool of institutional capital sources was evident across most locations as reflected in recent asset market pricing trends.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

21

Global Real Estate Securities Fund (Continued)

Within the real estate space market, trends were more varied, but notably robust for global industrial and data center real estate, German residential, and Stockholm office space. Paris, Oslo, Madrid, and Sydney office space showed signs of a pick up as well. The Hong Kong retail space continued to experience softer demand at the higher end, as mainland China shoppers looked elsewhere, while local based retail non-discretionary shopping remained more resilient. The real estate market in Tokyo remained very vibrant with numerous large-scale urban redevelopment projects underway across many of the key wards of the city, like Shibuya, the Nihonbashi district in the Chuo ward, and Shinagawa. Nonetheless, the overall real estate space markets, with the exception of modern warehouse sectors, remained fairly tepid given a more challenging macro-economic landscape.

From our time spent in London, it was difficult to detect negative ramifications from the fallout of the Brexit vote. On the contrary, the anecdotal observations were positive as it related to tourist activity and retail spending, both of which have benefited from the dramatic fall in the British pound since the June vote. However, based on the limited amount of commercial real estate transaction activity since the vote, we know there has been a small negative impact to real estate values, particularly city-oriented offices, and that rental levels have softened a bit. While we have yet to witness a Brexit-related benefit to other cities, it could be an incremental future demand driver for the likes of Paris, Frankfurt, Dublin, and New York should possible relocations from London occur. For the time being, decision making, as it relates to London office space, has slowed. On the whole, new office development would be needed in any of the European cities mentioned to accommodate a significant move, were it to occur, from London.

After the market closed on August 31, real estate became the eleventh sector of the Global Industry Classification Standard (“GICS”) — the first sector added since the classification system was created in 1999. Importantly, we believe this decision reflects the views of industry participants that real estate is a separate asset class with distinct investment characteristics, particularly relative to other financial companies.

What factors affected the Fund’s performance during its fiscal year?

For the one-year period ended September 30, 2016, the Fund demonstrated solid performance yet lagged its style-specific benchmark. Security selection and country allocation both detracted from Fund performance.

On the whole, global central banks remained dovish throughout the fiscal year and global bonds rallied. In particular, while early in the Fund’s fiscal year, the Fed was predicting three to four staggered increases in the federal funds rate over the course of 2016, but did not raise rates further after December 2015. As a result, any portfolio management steps taken to position for such moves, while one could suggest were prudent, were, in fact, premature. For example, in the U.S., the best performing property sector was freestanding retail, a property sector with the longest lease durations, and the most bond-like in the benchmark.

Combining country allocation and security selection, the top positive contributors to the Fund’s relative performance were Germany, which benefited from an overweight allocation and selection of a Berlin-based apartment owner/operator; Norway, as a result of our overweight allocation to two outperforming office-focused owner/operator properties; and the Netherlands. From a country allocation perspective, the most significant positive contributors to relative performance were overweight allocations to Germany and Norway, as well as an underweight allocation to the Netherlands. At the security level, the most significant positive contributors were the Fund’s overweight positions in a mid-cap U.S. industrial REIT with a national portfolio; a mid-cap U.K. self-storage REIT with exposure to the U.K. and Paris; and a mid-cap U.S. office REIT with a focus in the southeast.

Combining country allocation and security selection, the top detractors to relative performance during the fiscal year were the U.S., where bond-like freestanding retail was the best performing sector; Japan which saw the yen appreciate materially; and Singapore, where a global logistics REIT with a significant mainland China portfolio lagged. From a country allocation perspective, the most significant detractors from relative performance were modest overweight allocations to the U.K. and underweight

exposures to Japan and Australia. At the security level, the most significant detractors were our overweight positions to two mid-cap U.S. lodging REITs and a U.S. apartment REIT with a West Coast focus.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Retail REITs	23	%
Office REITs	17
Real Estate Operating Companies	14
Diversified REITs	14
Residential REITs	11
Specialized REITs	11
Health Care REITs	4
Other (includes short-term investments)	6
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Real Estate: The Fund may be negatively affected by factors specific to the real estate market, including interest rates, leverage, property, and management.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

22

Global Real Estate Securities Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		13.75	%		13.24	%		20.33	%		3/2/09
Class A Shares at POP3,4		7.21			11.91			19.39			3/2/09
Class C Shares at NAV2 and with CDSC4		12.89			12.38			19.44			3/2/09
Class I Shares at NAV		14.06			13.52			20.65			3/2/09
S&P 500® Index		15.43			16.37			18.55	5		—
FTSE EPRA/NAREIT Developed Rental Index (net)		16.48			12.96			20.45	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.50%, Net 1.40%; C Shares: Gross 2.25%, Net 2.15%; I Shares: Gross 1.25%, Net 1.15%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on March 2, 2009 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

23

Greater European Opportunities Fund   Fund Summary Ticker Symbols: Class A: VGEAX Class C: VGECX Class I: VGEIX

Portfolio Manager Commentary by Vontobel Asset Management, Inc.

¢ The Fund is diversified and has an investment objective of long-term capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 4.99%, Class C shares returned 4.21%, and Class I shares returned 5.22%. For the same period, the MSCI Europe Index (net), which serves as the Fund’s broad-based and style-specific benchmark appropriate for comparison, returned 2.49%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

During the fiscal year ended September 30, 2016, the MSCI Europe Index, in U.S. dollar terms, was positive in the first quarter, negative in the second and third quarters, and positive in the fourth quarter.

In the fourth quarter of 2015, the European Central Bank (“ECB”) announced stimulus and cut its deposit rate by 0.10% to -0.3%, which was on the lower end of expectations and disappointed markets. European economic data was generally encouraging over the period. In the first quarter of 2016, the ECB announced a stimulus package that lowered its main policy rates and expanded its asset purchase program. While the package exceeded investors’ expectations, ECB President Mario Draghi hinted that future rate hikes were unlikely to be forthcoming, which drove European stocks down. Economic data signaled that the eurozone economy is continuing to grow, albeit slowly. In the second quarter of 2016, European equity markets gained momentum with a weaker euro, encouraging macroeconomic data, and hopes for a new debt deal with Greece, although investors remained uncertain about the outcome of the U.K.’s referendum on European Union (EU) membership. Following the U.K.’s unexpected decision in late June to exit the European Union (“Brexit”), European markets were bolstered by a rapid recovery from the initial sell-off and a generally optimistic second quarter reporting season.

What factors affected the Fund’s performance during its fiscal year?

The following discussion highlights specific stocks that provided the largest contributions to the Fund’s absolute performance and those that were the largest detractors during the fiscal year. As bottom-up stock pickers, we hope that investors find this useful and gain a greater understanding of how we invest their capital.

Stocks that Helped Absolute Performance

¢ Philip Morris International (“PMI”) (U.S.) — Investors were drawn to the company which continues to perform well. PMI produces and sells cigarettes under brands such as Marlboro and L&M. In our opinion, as of the end of the Fund’s fiscal year, the company still had strong pricing power, leading brands, consistent constant currency earnings growth, opportunities for cost savings, and a large dividend. The company is also behind next generation products such as its heat-not-burn device, iQos.

¢ British American Tobacco (“BAT”) (U.K.) — With its stability and consistency of earnings, BAT was a top contributor to the Fund’s performance. While based in the U.K., its earnings come from outside of it. Currency, after years of being a headwind, turned into a tailwind due to favorable currency translation as BAT reports its earnings in British pounds. The company also reported solid numbers for the first quarter of 2016, again, highlighting its strong business model even in volatile markets. BAT is one of the world’s largest tobacco companies with market leadership in more than 50 of the 180 markets in which it operates. Nearly 60% of the company’s revenue and over 70% of volumes are typically generated from emerging markets. It has great global brands including Dunhill, Kent, Lucky Strike, Pall Mall, and Rothmans. As of the end of the Fund’s fiscal year, we continued to believe that the company should be able to deliver consistent high single-digit earnings growth in constant currencies as it has strong pricing power, and opportunities to increase margins through cost saving measures, while paying a very hefty dividend.

Stocks that Hurt Absolute Performance

¢ Barratt Developments (U.K.) — One of the largest property development companies in the U.K., the company’s stock price came under pressure following the Brexit vote. We sold out of the position due to the uncertainty created by the Brexit situation.

¢ Lloyds Banking Group (U.K.) — Following the Brexit referendum, Lloyds’ stock sold off in the last few days of June, as the resulting uncertainty raised the chances that the U.K. will slide into a recession. As of the end of the Fund’s fiscal year, we continued to like Lloyds’ competitive position in the concentrated U.K. banking market. As the largest U.K. retail bank, Lloyds enjoys substantial economies of scale, with operations comprised of simple retail and commercial businesses. However, we expect the macroeconomic environment to be challenging, as both consumer and business confidence will suffer from the uncertainty surrounding the U.K.’s relationship with the European Union.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Staples	42	%
Health Care	16
Consumer Discretionary	12
Information Technology	10
Industrials	9
Financials	5
Materials	4
Other (includes short-term investments)	2
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

24

Greater European Opportunities Fund (Continued)

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Foreign Investing: Investing internationally involves additional risks such as currency, political, accounting, economic, and market risk.

Geographic Concentration: A fund that focuses its investments in a particular geographic location will be highly sensitive to financial, economic, political, and other developments affecting the fiscal stability of that location.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

25

Greater European Opportunities Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		4.99	%		9.12	%		10.78	%		4/21/09
Class A Shares at POP3,4		-1.04			7.83			9.90			4/21/09
Class C Shares at NAV2 and with CDSC4		4.21			8.31			9.96			4/21/09
Class I Shares at NAV		5.22			9.37			11.05			4/21/09
MSCI Europe Index (net)*		2.49			7.46			8.98	5		—
S&P 500® Index*		15.43			16.37			15.83	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.89%, Net 1.45%; C Shares: Gross 2.64%, Net 2.20%; I Shares: Gross 1.64%, Net 1.20%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect thru January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

* The MSCI Europe Index (net) is an appropriate Broad Based Index. The Fund is no longer using the S&P 500^® Index.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on April 21, 2009 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

26

International Equity Fund   Fund Summary Ticker Symbols: Class A: VIEAX Class C: VIECX Class I: VIIEX

Portfolio Manager Commentary by Duff & Phelps Investment Management Co.

⬛ The Fund is diversified and has an investment objective of long-term capital appreciation.

⬛ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 4.64%, Class C shares returned 3.85%, and Class I shares returned 4.89%. For the same period, the MSCI EAFE^® Index (net), which serves as the Fund’s broad-based and style-specific benchmark appropriate for comparison, returned 6.52%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Developed international stock markets, as represented by the MSCI EAFE^® Index (net), increased 6.5% during the Fund’s fiscal year. It was a volatile period, with market appreciation in the fall of 2015 giving way to year-end concerns over the appreciating U.S. dollar. Then, in early 2016, China’s economic outlook and its rapidly falling foreign currency reserves became a big issue for the market, which led the Index to a 15.4% decline by February 12. The Chinese government intervened in the foreign currency market after the Chinese New Year, forcing the yuan to appreciate in the middle of February; by March 31, it had appreciated 2% in six weeks. The Chinese government’s intervention stabilized global equity markets, leading the Index to appreciate 16% from early spring through the fall of 2016, interrupted only by volatile trading around the U.K.’s vote in late June on whether to stay or leave (“Brexit”) the European Union.

On a country basis, New Zealand was the top performing non-U.S. developed stock market within the MSCI EAFE^® Index, up 56% in U.S. dollars, followed by Hong Kong and Australia, both up about 19%. Italy declined by 21% and Israel dropped 8%. On a sector basis, the top performer was materials, up 21%, followed by technology which rose 17%. At the other end of the spectrum, financials were down 8%, while healthcare only gained 0.6%.

What factors affected the Fund’s performance during its fiscal year?

For the fiscal year ended September 30, 2016, the Fund generated positive returns, though it underperformed its primary benchmark. Country allocation detracted from performance, though strong stock selection and prudent sector allocation made positive contributions.

In terms of country allocation, Japan, Norway, and China added value to the Fund, while Canada, Israel, and Hong Kong detracted from performance. The Fund outperformed in Japan with telecoms KDDI and NTT beneficiaries of the big data trend, Sony, and motor manufacturer Nidec all adding about one percentage point each to the cumulative return. Being dramatically overweight Norway, plus strong performance from Marine Harvest and Statoil contributed to performance. China is not part of the MSCI EAFE^® Index, yet the Fund’s two Chinese investments combined for a 34% return. Valeant hobbled Canadian returns, Teva diminished Israeli results, and Li & Fung soured gains in Hong Kong.

The sectors that contributed the most to the Fund’s relative performance were telecommunications, technology, and consumer discretionary. Strong stock selection in each of these sectors, along with overweights versus the Index, also contributed to performance. The sectors that detracted from performance were health care, real estate (a new sector, as of September), and industrials. Stock selection was the main culprit, while allocation effects were also not helpful. Carrying a little more cash than normal cost the Fund about one percent in performance versus the Index.

Telecommunications companies benefited as the conduit for all the big data mentioned above. With the movement from 3G to 4G to 5G, consumers, businesses, and governments have consumed more and more data on the go. The true beauty of it is that capital expenditures for the telecommunications companies are relatively low, as such expenditures are mostly for software. Customers demonstrated a willingness and ability to pay up to be tied to the network on the go. KDDI and NTT were beneficiaries of this trend.

Select consumer discretionary companies including Sony, WPP, and Ctrip have had a dominating presence in their respective markets. The quality of their products and services led customers to them as “must have” providers of brands and benefits. All contributed positively to the Fund’s performance.

Health care remained under pressure as highly profitable pharmaceutical companies came under the microscope for cost reduction.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Discretionary	19	%
Information Technology	15
Consumer Staples	10
Health Care	10
Telecommunication Services	9
Industrials	9
Materials	9
Other	19
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Derivatives: Investments in derivatives such as futures, options, forwards, and swaps may increase volatility or cause a loss greater than the principal investment.

Geographic Concentration: A fund that focuses its investments in a particular geographic location will be highly sensitive to financial, economic, political, and other developments affecting the fiscal stability of that location.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

27

International Equity Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		4.64	%		6.12	%		4.83	%		9/16/10
Class A Shares at POP3,4		-1.38			4.87			3.81			9/16/10
Class C Shares at NAV2 and with CDSC4		3.85			5.27			3.99			9/16/10
Class I Shares at NAV		4.89			6.32			5.03			9/16/10
MSCI EAFE® Index (net)*		6.52			7.39			4.79	5		—
S&P 500® Index*		15.43			16.37			13.86	5		—

Fund Expense Ratios⁶: A Shares: Gross 2.28%, Net 1.51%; C Shares: Gross 3.03%, Net 2.26%; I Shares: Gross 2.03%, Net 1.26%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

* The MSCI EAFE^® Index (net) is an appropriate Broad Based Index. The Fund is no longer using the S&P 500^® Index.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 16, 2010 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

28

International Real Estate Securities Fund   Fund Summary Ticker Symbols: Class A: PXRAX Class C: PXRCX Class I: PXRIX

Portfolio Manager Commentary by Duff & Phelps Investment Management Co.

⬛ The Fund is diversified and has a primary investment objective of long-term capital appreciation, with a secondary investment objective of income.

⬛ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 10.47%, Class C shares returned 9.69%, and Class I shares returned 10.72%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the FTSE EPRA/NAREIT Developed Rental ex U.S. Index (net), the Fund’s style-specific benchmark appropriate for comparison, returned 13.34%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

During the Fund’s fiscal year, international real estate equities outperformed international equities as demonstrated by the 13.3% increase in the FTSE/EPRA NAREIT Developed Rental ex U.S. Index versus the 6.5% increase in the MSCI EAFE^® Index, both expressed in U.S. dollar terms. International real estate equities trailed the performance of U.S. equities during the period, as represented by the 15.4% increase in the S&P 500^® Index during the fiscal year.

In many ways the macro environment during the Fund’s fiscal year came full circle. While global central banks remained rather dovish over the course of the fiscal year, at the outset in December 2015, the U.S. Federal Reserve (“the Fed”) announced an increase in the target range for the federal funds rate to 0.25% to 0.50% after seven years in the 0% to 0.25% range. While admittedly this was a small move, it was the first time the Fed increased rates in over nine years. At that time the Fed also appeared to be signaling that several more rate increases would be coming in the next year.

The likelihood of further rate increases quickly faded as policy uncertainty out of China and concerns regarding global economic growth sent global equity markets into a tailspin in early 2016. Also of note during the first quarter of 2016 were further

monetary policy actions by the Bank of Japan (“BOJ”) and European Central Bank (“ECB”) seeking to stimulate economic growth and inflation. The BOJ embraced for the first time a negative interest rate policy and the ECB extended its negative interest rate policy.

During the second quarter of 2016, voters in the U.K. delivered a shocking result on June 23 to leave the European Union. Despite polls indicating that the result would be close, very few observers actually believed that the “Brexit” camp would carry the day. Volatility in the global equity and currency markets spiked dramatically following the vote, with the British pound falling 11.1% in the first two days. The U.K. political situation also became more uncertain as Prime Minister Cameron announced his resignation, and Theresa May was appointed as his successor on July 11. It became apparent that Article 50, a two-year negotiating process for the U.K. to leave the EU, would not be engaged anytime soon. As of the Fund’s fiscal year-end, the ultimate implications of Brexit on the U.K. and the broader European Union remained very uncertain and it was expected to take months, if not years, to gain greater clarity. In the meantime, U.K. risk premiums increased and the British pound experienced increased pressure.

As the Fund’s fiscal year came to a close, the Fed appeared once again to be contemplating an increase in the federal funds rate after not raising it since December 2015. Based on the rhetoric leading up to their respective September policy meetings and the meetings themselves, major global central banks seemed to be questioning to varying degrees the efficacy of current monetary policy to achieve their medium-term inflation goals. More than ever, central bankers appeared to be indicating that it will be difficult to achieve their inflation goals without an assist from fiscal policy and structural economic reforms.

Taking a closer look at the performance of individual countries represented within the FTSE/EPRA NAREIT Developed Rental ex US Index, the five top performers during the fiscal year on a total return basis measured in U.S. dollars were New Zealand, Hong Kong, Norway, Japan, and Singapore. Sweden, Australia, Belgium, Germany, Finland, Switzerland, Canada, and France also outperformed the overall benchmark during the period, demonstrating the breadth of country outperformance.

The five bottom-performing countries in the benchmark during the fiscal year were the U.K., Italy,

Spain, Ireland, and Austria. However, the U.K. and Italy were the only countries to deliver a negative total return for the period. Heading into the evening results of the U.K.’s Brexit vote on June 23, both countries had already produced negative fiscal year-to-date total returns. These negative returns widened over the balance of the fiscal year, particularly for the U.K. following the surprise outcome to leave the European Union.

During the Fund’s fiscal year, while the movement of the U.S. dollar was relatively benign and depreciated only slightly as measured by the basket of currencies in the U.S. Dollar Spot Index, the barbell of performance across the globe was notable. The yen significantly appreciated, along with the Australian dollar, Norwegian krone, and Singapore dollar. On the other hand, as a result of the Brexit vote outcome and the noise from the U.S. elections, the British pound and Mexican peso experienced double-digit declines in value versus the U.S. dollar.

Thematically, real estate companies remained active on the capital raising front, particularly in Europe (excluding the U.K.) and Japan as they looked to fund redevelopment, development, and acquisitions of recently acquired companies or portfolios of assets. In addition, it was a common occurrence for companies to lock in long-term, inexpensive fixed rate debt. Portfolio pruning and asset recycling were additional sources of capital and more evident in the U.S. than in other markets, as is often the case. We also witnessed ongoing mergers and acquisition activity. Our global travels during the period brought us to numerous countries and cities in Europe and Asia Pacific regions and were helpful in providing timely updates on the space and asset markets in each locale. Additionally, quality time was spent visiting existing REIT holdings in the Fund and conducting due diligence on potential new investment opportunities. At a high level, the strong appetite for high-quality commercial real estate from a wide and deep pool of institutional capital sources was evident across most locations as reflected in recent asset market pricing trends.

Within the real estate space market, trends were more varied, but notably robust for global industrial and data center real estate, German residential and Stockholm office space. Paris, Oslo, Madrid, and Sydney office space have been showing signs of a pick up as well. The Hong Kong retail space continued to experience softer demand at the higher

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

29

International Real Estate Securities Fund (Continued)

end, as Mainland China shoppers looked elsewhere, while local based retail non-discretionary shopping remained more resilient. The real estate market in Tokyo remained very vibrant with numerous large-scale urban redevelopment projects underway across many of the key wards of the city, like Shibuya, the Nihonbashi district in the Chuo ward, and Shinagawa. Nonetheless, the overall real estate space markets, with the exception of modern warehouse sectors, remain fairly tepid given a more challenging macro-economic landscape.

From our time spent in London, it was difficult to detect negative ramifications from the fallout of the Brexit vote. On the contrary, the anecdotal observations were positive as it related to tourist activity and retail spending, both of which have benefited from the dramatic fall in the British pound since the June vote. However, based on the limited amount of commercial real estate transaction activity since the vote, we know there has been a small negative impact to real estate values, particularly city- oriented offices, and that rental levels have softened a bit. While we have yet to witness a Brexit-related benefit to other cities, it could be an incremental future demand driver for the likes of Paris, Frankfurt, Dublin and New York should possible relocations from London occur. On the whole, new office development would be needed in any of the European cities mentioned to accommodate a significant move, were it to occur, from London. For the time being, decision making, as it relates to London office space, has slowed.

After the market closed on August 31, real estate became the eleventh sector of the Global Industry Classification Standard (“GICS”) — the first sector added since the classification system was created in 1999. Importantly, we believe this decision reflects the views of industry participants that real estate is a separate asset class with distinct investment characteristics, particularly relative to other financial companies.

What factors affected the Fund’s performance during its fiscal year?

For the one-year period ended September 30, 2016, the Fund demonstrated solid performance yet lagged its style-specific benchmark. Security selection made positive contributions to relative performance, while country allocation detracted from relative performance.

Based on both country allocation and security selection, the top positive contributors to performance for the fiscal year were Germany, the U.K., and Norway. From a country allocation perspective, the Fund’s overweight exposures to Norway and Germany were the most positive drivers

of performance. The Norwegian economy and commercial real estate market benefited from the improvement in the price of oil and fiscal stimulus provided by the government. Additionally, the performance of one of the listed Norwegian companies in the portfolio benefited from a creeping takeover of the company by one of the wealthiest individuals in Norway. German apartment real estate companies continued to be well bid over the year as investors remained attracted to the stable growth profiles these companies offer in an overall low yield environment.

At the security level, our overweight exposure to a U.K.-based owner/operator of U.K. and Parisian self-storage properties was the largest positive contributor to performance. The company continued to deliver favorable operating results, which reinforced its multi-year structural growth story. The next most positive security contributor was a small-cap German apartment owner/operator with a focus on Berlin. This company was added to the portfolio late in the third quarter of 2015 after extensive on-the-ground due diligence with the management team.

Based on country allocation and security selection combined, the largest detractors to performance for the fiscal year were Japan, Singapore, and Australia. From a country allocation viewpoint, our overweight exposure to the U.K. was the largest detractor from performance. However the negative allocation impact was eliminated by positive security selection, which produced an overall positive total contribution from the U.K. for the period. The U.K. delivered the worst country performance during the fiscal year driven by the fall-off in U.K. REIT shares and the drop in the British pound following the surprising Brexit vote outcome. Our underweight exposure to Japan was the second largest drag on country allocation performance during the period. Japan delivered one of the better U.S. dollar-based returns during the fiscal year, as Japanese REIT shares benefited from a significant strengthening in the yen relative to the U.S. dollar.

At the security level, our overweight exposure to a Singapore-listed owner/operator of modern logistic warehouse real estate was the largest negative contributor for the fiscal year. Given this company’s significant asset exposure to mainland China and the negative sentiment surrounding future economic growth in China, as well as the performance of the Chinese yuan and pockets of oversupply of industrial space in certain tier two and three cities, the shares underperformed its Singapore-listed peers. The second largest security-level detractor during the

period was our overweight exposure to a Japanese lodging/residential REIT focused on budget-oriented hotels and apartments primarily in the Tokyo area. The company delivered disappointing earnings results during the third quarter of 2016 and materially revised downward its future hotel operating results guidance. At the margin it appears the strength of the Japanese yen has had a negative impact on lodging demand and new supply is impacting hotel pricing.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee that the Fund will meet its objectives.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Real Estate Operating Companies	35	%
Retail REITs	25
Diversified REITs	25
Office REITs	9
Specialized REITs	3
Industrial REITs	2
Residential REITs	1
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Real Estate: The Fund may be negatively affected by factors specific to the real estate market, including interest rates, leverage, property, and management.

Foreign Investing: Investing internationally involves additional risks such as currency, political, accounting, economic, and market risk.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

30

International Real Estate Securities Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			5 years			Since Inception			Inception Date
Class A Shares at NAV2		10.47	%		11.02	%		1.66	%		10/1/07
Class A Shares at POP3,4		4.12			9.72			0.99			10/1/07
Class C Shares at NAV2 and with CDSC4		9.69			10.21			0.90			10/1/07
Class I Shares at NAV		10.72			11.33			1.91			10/1/07
S&P 500® Index		15.43			16.37			6.10	5		—
FTSE EPRA/NAREIT Developed Rental ex U.S. Index (net)		13.34			10.67			0.88	5		—

Fund Expense Ratios⁶: A Shares: Gross 1.78%, Net 1.50%; C Shares: Gross 2.53%, Net 2.25%; I Shares: Gross 1.53%, Net 1.25%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on October 1, 2007 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

31

International Small-Cap Fund   Fund Summary Ticker Symbols: Class A: VISAX Class C: VCISX Class I: VIISX Class R6: VRISX

Portfolio Manager Commentary by Kayne Anderson Rudnick Investment Management, LLC

¢ The Fund is diversified and has an investment objective of capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 24.58%, Class C shares returned 23.76%, Class I shares returned 24.94%, and Class R6 shares returned 25.06%. For the same period, the MSCI All Country World ex U.S. Small Cap Index (net), which serves as the Fund’s broad-based and style-specific benchmark appropriate for comparison, returned 13.38%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Following the sharp sell-off in the calendar third quarter of 2015 (the Fund’s fiscal fourth quarter), global equity markets rallied in the fourth quarter of 2015. Selling resumed early in the first quarter of 2016 over global growth concerns. As the global economic growth outlook stabilized, and concerns over central bank tightening (primarily by the U.S. Federal Reserve) waned, global equities advanced substantially over the last two quarters.

Following dismal performance over the last few years, materials was the best performing equity sector over the last year as global commodity prices finally showed signs of stabilization. Because of this, countries where natural resources make up a large part of the economy, such as Brazil, Russia, South Africa, and Canada, performed strongly. Europe underperformed due to the U.K. vote to leave the European Union and fears over a potential debt crisis appearing in Greece and Italy yet again.

What factors affected the Fund’s performance during its fiscal year?

The Fund outperformed the benchmark by a significant margin over the year, mainly driven by stock selection. In addition to stock selection, our geographic weighting, which was a significant

headwind to performance in the prior year, provided a tailwind. This was driven by strong stock selection in Latin America and strong stock selection and our underweight position in European stocks which, overall, underperformed.

In terms of individual stocks, the largest positive contributor to performance was Tegma Gestao Logistica, a transportation logistics company in Brazil. Its primary business is transporting new cars from automotive production facilities to dealerships throughout the country. Last year, Tegma was our largest detractor from performance as the Brazilian auto industry, and the country overall, deteriorated from simply bad into a genuine crisis. Over the last 12 months, we saw some signs of stabilization in Brazil on many fronts, including optimism that the automotive industry may resume growth next year. Tegma also took important steps over this time to strengthen its balance sheet and improve its cost structure.

The largest detractor from performance over the last year was Autohome. The company, which is listed in the U.S., is the leading online destination for automobile consumers in China. The shares have been under pressure for two primary reasons. First, management has continued to invest in their new car transaction business at the expense of current margins. Second, there has been significant management and shareholder turnover as the controlling shareholder, Australian-listed Telstra, sold most of their stake to Ping An, a Chinese-listed insurance company, who subsequently replaced senior management. Collectively, this has created uncertainty with investors, which generally leads to lower stock prices. While we are frustrated with some of the actions taking place at the management and ownership level, the core business at Autohome has continued to perform well. We believe that the strength of the core business will ultimately drive the overall profitability of the business and the stock in the long run and, therefore, as of the Fund’s fiscal year end we continued to hold our position.

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market and or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee market forecasts will be realized.

There is no guarantee that the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Information Technology	26	%
Industrials	24
Financials	13
Consumer Staples	10
Materials	9
Health Care	8
Consumer Discretionary	7
Other (includes securities lending collateral)	3
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Limited Number of Investments: Because the Fund has a limited number of securities, it may be more susceptible to factors adversely affecting its securities than a less concentrated fund.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

32

International Small-Cap Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		24.58	%		11.31	%		9/5/12
Class A Shares at POP3,4		17.42			9.70			9/5/12
Class C Shares at NAV2 and with CDSC4		23.76			10.50			9/5/12
Class I Shares at NAV		24.94			11.59			9/5/12
Class R6 Shares at NAV		25.06			6.22			11/12/14
MSCI AC World ex U.S. Small Cap Index (net)*		13.38			—	6		—
S&P 500® Index*		15.43			—	5		—

Fund Expense Ratios⁷: A Shares: Gross 1.75%, Net 1.61%; C Shares: Gross 2.50%, Net 2.36%; I Shares: Gross 1.50%, Net 1.36%; R6 Shares: Gross 1.41%, Net 1.27%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The index returned 5.56% for Class R6 shares and 13.67% for Class A, C, and I shares from the inception date of the respective share class.

⁶  The index returned 4.88% for Class R6 shares and 8.71% for Class A, C, and I shares from the inception date of the respective share class.

⁷  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

* The MSCI AC World ex U.S. Small Cap Index (net) is an appropriate Broad Based Index. The Fund no longer uses the S&P 500^® Index.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 5, 2012 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

33

International Wealth Masters Fund   Fund Summary Ticker Symbols: Class A: VIWAX Class C: VIWCX Class I: VWIIX

Portfolio Manager Commentary by Horizon Asset Management, LLC

¢ The Fund is diversified and has an investment objective of capital appreciation.

¢ For the fiscal year ended September 30, 2016, the Fund’s Class A shares at NAV returned 10.29%, Class C shares returned 9.39%, and Class I shares returned 10.62%. For the same period, the S&P 500^® Index, a broad-based equity index, returned 15.43%, and the MSCI EAFE^® Index (net), the Fund’s style-specific benchmark appropriate for comparison, returned 6.52%.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the markets perform during the Fund’s fiscal year?

Global markets tumbled at the beginning of 2016, as many of the stocks that had appreciated dramatically in 2015 fell significantly after they reported financial results and provided their outlooks for 2016. Markets rebounded, only to fall again in late June following the unexpected result of the “Brexit” referendum whereby the United Kingdom voted to exit the European Union. U.S. markets recovered swiftly and moved higher, while global markets largely recovered but did not return to the highs reached in late 2015.

What factors affected the Fund’s performance during its fiscal year?

The Fund invests in non-U.S., exchange-listed companies that are owned and operated by some of the wealthiest, most successful investors, business executives, and entrepreneurs in the world (“owner-operators”), and allows investors to leverage the business acumen of these highly-skilled individuals.

The Fund outperformed its benchmark, the MSCI EAFE^® Index, during the 12 months ended September 30, 2016. Though assets continued to flow from actively managed funds toward passively managed funds, this trend appears to have been less pronounced in international funds than in U.S. funds. In fact, in the first half of the fiscal year, U.S. mutual

funds focused on developed markets (non-U.S.) and emerging markets experienced net inflows.

At the sector level, financials and materials were the largest contributors to relative returns, while industrials and energy were the largest detractors.

At the stock level, the five largest contributors to relative performance (and their owner-operators) were Glencore plc (Ivan Glasenberg); Fortescue Metals Group Ltd. (Andrew Forrest); Taisho Pharmaceutical Holdings Co., Ltd. (Shoji Uehara); Konami Holdings Corp. (Kagemasa Kozuki); and ArcelorMittal SA (Lakshmi Mittal). The five largest detractors from relative performance (and their owner-operators) were Sports Direct International plc (Michael Ashley); Genel Energy PLC (Nathaniel Rothschild); EasyJet plc (Stelios Haji-Ioannou); TalkTalk Telecom Group PLC (Charles Dunstone); and OCI NV (Nassef Sawiris).

The preceding information is the opinion of portfolio management. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice. Past performance is no guarantee of future results, and there is no guarantee that market forecasts will be realized.

There is no guarantee the Fund will meet its objective.

Asset Allocation
The following table presents asset allocations within certain sectors and as a percentage of total investments as of September 30, 2016.
Consumer Discretionary	29	%
Industrials	13
Consumer Staples	13
Information Technology	11
Financials	9
Materials	7
Real Estate	5
Other (includes securities lending collateral)	13
Total	100	%

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Foreign Investing: Investing internationally involves additional risks such as currency, political, accounting, economic, and market risk.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

34

International Wealth Masters Fund (Continued)

Average Annual Total Returns1 for periods ended 9/30/16
	1 year			Since Inception			Inception Date
Class A Shares at NAV2		10.29	%		2.64	%		11/17/14
Class A Shares at POP3,4		3.94			-0.56			11/17/14
Class C Shares at NAV2 and with CDSC4		9.39			1.85			11/17/14
Class I Shares at NAV2		10.62			2.92			11/17/14
S&P 500® Index		15.43			5.51	5		—
MSCI EAFE® Index (net)		6.52			-0.37	5		—

Fund Expense Ratios⁶: A Shares: Gross 3.84%, Net 1.55%; C Shares: Gross 4.59%, Net 2.30%; I Shares: Gross 3.59%, Net 1.30%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares made within 18 months of purchase in which a finder’s fee was paid and all redemptions of Class C shares within the first year are 1% and 0% thereafter.

⁵  The since inception index returns are from the Fund’s inception date.

⁶  The expense ratios of the Fund are set forth according to the prospectus for the Fund effective January 28, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Net Expense: Expenses reduced by the contractual fee waiver in effect through January 31, 2017. Gross Expense: Does not reflect the effect of the fee waiver.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on November 17, 2014 (inception date of the Fund), for Class A, Class C, and Class I shares including any applicable sales charges or fees. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

35

VIRTUS EMERGING MARKETS DEBT FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE			VALUE
FOREIGN GOVERNMENT SECURITIES—42.0%
Arab Republic of Egypt 144A 5.875%, 6/11/25(3)	$	200		$	190
Argentine Republic
144A 9.125%, 3/16/24(3)		150			168
144A 7.500%, 4/22/26(3)		300			339
144A 7.875%, 6/15/27(3)		150			161
Series NY, 8.280%, 12/31/33		336			388
144A 7.125%, 7/6/36(3)(4)		150			159
Bermuda RegS 4.854%, 2/6/24(4)		200			221
Bolivarian Republic of Venezuela
RegS 7.750%, 10/13/19(4)		140			87
RegS 7.650%, 4/21/25(4)		285			138
9.375%, 1/13/34		325			170
City of Buenos Aires 144A 7.500%, 6/1/27(3)		250			273
Dominican Republic
144A 5.875%, 4/18/24(3)		100			109
144A 6.875%, 1/29/26(3)		100			116
144A 6.850%, 1/27/45(3)		100			112
Federative Republic of Brazil
Treasury Note Series F, 10.000%, 1/1/25		280	BRL		82
6.000%, 4/7/26		400			444
5.625%, 1/7/41		300			299
Hungary
5.375%, 2/21/23		146			167
5.375%, 3/25/24		180			209
Islamic Republic of Pakistan 144A 8.250%, 9/30/25(3)		200			223
Kingdom of Bahrain 144A 6.000%, 9/19/44(3)		200			167
Kingdom of Morocco 144A 5.500%, 12/11/42(3)		200			229
Lebanese Republic 6.600%, 11/27/26		200			197
Mongolia 144A 10.875%, 4/6/21(3)		200			215
Paraguay Government International Bond 144A 4.625%, 1/25/23(3)		200			212
Philippine Government International Bond 6.375%, 10/23/34		200			291
Republic of Argentina 2.500%, 12/31/38(2)		150			107
Republic of Armenia 144A 7.150%, 3/26/25(3)		200			213
Republic of Chile 5.500%, 8/5/20		70,000	CLP		113
Republic of Colombia
Treasury Note, Series B, 11.250%, 10/24/18		100,000	COP		38
6.125%, 1/18/41		100			121
Republic of Costa Rica 144A 7.000%, 4/4/44(3)		200			214
Republic of Cote d’Ivoire 144A 6.375%, 3/3/28(3)		200			209

	PAR VALUE			VALUE
FOREIGN GOVERNMENT SECURITIES—continued
Republic of El Salvador
144A 6.375%, 1/18/27(3)	$	155		$	157
144A 7.650%, 6/15/35(3)		70			74
Republic of Ghana RegS 10.750%, 10/14/30(4)		200			234
Republic of Guatemala 144A 4.500%, 5/3/26(3)		200			209
Republic of Indonesia
Series FR63, 5.625%, 5/15/23		624,000	IDR		45
Series FR56, 8.375%, 9/15/26		1,566,000	IDR		131
144A 5.125%, 1/15/45(3)		200			228
Republic of Iraq RegS 5.800%, 1/15/28(4)		250			204
Republic of Kazakhstan 144A 4.875%, 10/14/44(3)		200			210
Republic of Kenya 144A 6.875%, 6/24/24(3)		200			196
Republic of Panama
3.750%, 3/16/25		200			216
3.875%, 3/17/28		200			216
Republic of Peru 4.125%, 8/25/27		280			320
Republic of Poland Series 1021, 5.750%, 10/25/21		300	PLN		91
Republic of Romania
144A 6.750%, 2/7/22(3)		150			181
RegS 4.875%, 1/22/24(4)		100			114
RegS 6.125%, 1/22/44(4)		120			162
Republic of South Africa
Series R203, 8.250%, 9/15/17		758	ZAR		56
Series R208, 6.750%, 3/31/21		1,470	ZAR		102
Republic of Sri Lanka
144A 5.875%, 7/25/22(3)		200			206
144A 6.850%, 11/3/25(3)		200			215
144A 6.825%, 7/18/26(3)		200			216
Republic of Turkey
5.125%, 3/25/22		200			208
7.375%, 2/5/25		120			142
4.875%, 10/9/26		200			204
6.750%, 5/30/40		225			263
6.625%, 2/17/45		200			234
Republic of Uruguay 5.100%, 6/18/50		400	(7)		415
Socialist Republic of Vietnam RegS 4.800%, 11/19/24(4)		200			212
South Africa Government International Bond 5.000%, 10/12/46		200			201
State of Qatar 144A 3.250%, 6/2/26(3)		200			203
Sultanate of Oman 144A 4.750%, 6/15/26(3)		200			201
Ukraine 144A 7.750%, 9/1/26(3)		160			151

	PAR VALUE			VALUE
FOREIGN GOVERNMENT SECURITIES—continued
United Mexican States
Series M, 6.500%, 6/9/22		614	MXN	$	33
4.750%, 3/8/44	$	150			156
TOTAL FOREIGN GOVERNMENT SECURITIES (Identified Cost $12,345)					12,787
CORPORATE BONDS AND NOTES—52.1%
Argentina—0.3%
YPF S.A. 144A 8.500%, 3/23/21(3)		90			101
Azerbaijan—1.4%
Southern Gas Corridor CJSC 144A 6.875%, 3/24/26(3)		200			224
State Oil Co. (Republic of Azerbaijan) 4.750%, 3/13/23		200			198
					422
Barbados—0.7%
Columbus Cable Barbados Ltd. Series B,144A 7.375%, 3/30/21(3)		200			213
Brazil—4.0%
BRF SA 7.750%, 5/22/18		400	BRL		114
JBS Investments GmbH 144A 7.250%, 4/3/24(3)		200			204
Odebrecht Offshore Drilling Finance Ltd. 144A 6.750%, 10/1/22(3)		171			32
Petrobras Global Finance BV
3.000%, 1/15/19		80			78
5.375%, 1/27/21		290			287
8.375%, 5/23/21		60			66
8.750%, 5/23/26		240			266
6.750%, 1/27/41		100			87
Vale Overseas Ltd. 5.875%, 6/10/21		70			73
					1,207
Canada—0.2%
Eldorado Gold Corp. 144A 6.125%, 12/15/20(3)		45			46
Chile—2.8%
Guanay Finance Ltd. 144A 6.000%, 12/15/20(3)		218			222
Inversiones CMPC S.A. 144A 4.375%, 5/15/23(3)		200			209
Transelec S.A. 144A 4.250%, 1/14/25(3)		200			210
VTR Finance BV 144A 6.875%, 1/15/24(3)		200			208
					849

See Notes to Financial Statements

36

VIRTUS EMERGING MARKETS DEBT FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
China—3.5%
Bank of China Ltd. 144A 5.000%, 11/13/24(3)	$	200	$	216
BOC Aviation Pte Ltd. 3.875%, 5/9/19		200		209
Kunlun Energy Co., Ltd. 144A 3.750%, 5/13/25(3)		200		209
State Grid Overseas Investment Ltd. 144A 4.125%, 5/7/24(3)		200		221
Tencent Holdings Ltd. 144A 3.800%, 2/11/25(3)		200		214
				1,069
Colombia—2.1%
Bancolombia S.A. 5.125%, 9/11/22		100		104
Ecopetrol S.A.
5.875%, 9/18/23		200		216
5.375%, 6/26/26		70		73
GrupoSura Finance S.A. 144A 5.500%, 4/29/26(3)		200		212
Pacific Rubiales Energy Corp. 144A 5.125%, 3/28/23(3)(9)		200		38
				643
El Salvador—0.6%
AES El Salvador Trust II 144A 6.750%, 3/28/23(3)		200		190
Hong Kong—0.7%
Bank of China Hong Kong Ltd. 144A 5.550%, 2/11/20(3)		200		221
India—2.3%
Bharti Airtel International Netherlands BV 144A 5.125%, 3/11/23(3)		200		218
ICICI Bank Ltd. Dubai 144A 4.000%, 3/18/26(3)		200		207
Reliance Holdings USA, Inc. 144A 5.400%, 2/14/22(3)		250		282
				707
Indonesia—4.0%
Pelabuhan Indonesia II PT 144A 4.250%, 5/5/25(3)		200		204
Pertamina Persero PT
144A 4.875%, 5/3/22(3)		200		216
144A 6.000%, 5/3/42(3)		275		303
144A 5.625%, 5/20/43(3)		200		211
Perusahaan Listrik Negara PT 144A 5.500%, 11/22/21(3)		250		279
				1,213

	PAR VALUE			VALUE
Jamaica—0.6%
Digicel Group Ltd. 144A 8.250%, 9/30/20(3)	$	200		$	175
Kazakhstan—1.4%
Development Bank of Kazakhstan OJSC 144A 4.125%, 12/10/22(3)		200			196
KazMunayGas National Co. 144A 6.375%, 4/9/21(3)		200			221
					417
Mexico—7.8%
Alfa SAB de CV 144A 5.250%, 3/25/24(3)		200			213
Alpek SA de C.V. 144A 5.375%, 8/8/23(3)		200			214
America Movil SAB de C.V. Series 12 6.450%, 12/5/22		2,000	MXN		100
Banco Bilbao Vizcaya Argentaria Bancomer S.A. 144A 6.750%, 9/30/22(3)		150			168
Banco Santander Mexico SA 144A 5.950%, 1/30/24(2)(3)(6)		200			211
Cemex SAB de C.V. 144A 7.250%, 1/15/21(3)		200			213
Fermaca Enterprises S de RL de CV 144A 6.375%, 3/30/38(3)		191			195
Fomento Economico Mexicano SAB de CV 2.875%, 5/10/23		150			150
Grupo Televisa SAB 7.250%, 5/14/43		2,000	MXN		89
Grupo Televisa Sab 6.125%, 1/31/46		200			220
Petroleos Mexicanos
4.250%, 1/15/25		100			97
144A 6.875%, 8/4/26(3)		205			231
6.375%, 1/23/45		100			96
5.625%, 1/23/46		200			175
					2,372
Morocco—0.7%
Office Cherifien des Phosphates S.A. (OCP) 144A 5.625%, 4/25/24(3)		200			217
Netherlands—0.7%
GTH Finance BV 144A 7.250%, 4/26/23(3)		200			218
Peru—2.1%
Banco de Credito del Peru
144A 5.375%, 9/16/20(3)		100			110
144A 6.125%, 4/24/27(2)(3)		100			111
Banco Internacional del Peru SAA 144A 5.750%, 10/7/20(3)		100			111

	PAR VALUE			VALUE
Peru—continued
Banco Internacional del Peru SAA Interbank 144A 6.625%, 3/19/29(2)(3)	$	100		$	111
Transportadora de Gas del Peru SA 144A 4.250%, 4/30/28(3)		200			208
					651
Poland—0.7%
PKO Finance AB 144A 4.630%, 9/26/22(3)(5)		200			216
Qatar—0.7%
Ooredoo International Finance Ltd. 144A 3.750%, 6/22/26(3)		200			207
Russia—4.4%
AHML Finance Ltd. 144A 7.750%, 2/13/18(3)		5,000	RUB		78
Gazprom OAO (Gaz Capital S.A.)
144A 6.000%, 11/27/23(3)(5)		200			217
144A 4.950%, 2/6/28(3)(5)		200			201
Lukoil OAO International Finance BV 144A 4.563%, 4/24/23(3)		200			207
Metalloinvest Finance Ltd. 144A 5.625%, 4/17/20(3)		200			211
SCF Capital Ltd. 144A 5.375%, 6/16/23(3)		200			209
Severstal OAO Via Steel Capital SA 144A 5.900%, 10/17/22(3)(5)		200			219
					1,342
Singapore—0.7%
Oversea-Chinese Banking Corp., Ltd. 144A 4.000%, 10/15/24(2)(3)		200			209
South Africa—1.3%
Eskom Holdings SOC Ltd. 144A 7.125%, 2/11/25(3)		200			206
Transnet SOC Ltd. 144A 4.000%, 7/26/22(3)		200			194
					400
Sultanate of Oman—0.6%
Lamar Funding Ltd. 144A 3.958%, 5/7/25(3)		200			190
Supranational—2.1%
Africa Finance Corp. 144A 4.375%, 4/29/20(3)		200			209
Corp Andina de Fomento 4.375%, 6/15/22		200			222

See Notes to Financial Statements

37

VIRTUS EMERGING MARKETS DEBT FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	PAR VALUE		VALUE
Supranational—continued
Eurasian Development Bank 144A 4.767%, 9/20/22(3)	$	200	$	210
				641
Trinidad and Tobago—0.2%
Petroleum Co. of Trinidad & Tobago Ltd. RegS 6.000%, 5/8/22(4)		50		49
Turkey—1.3%
Akbank Tas 144A 5.125%, 3/31/25(3)		200		196
Turkiye Is Bankasi A.S 144A 7.850%, 12/10/23(3)		200		210
				406
Ukraine—1.1%
Oschadbank Via Ssb #1 plc RegS 9.375%, 3/10/23(2)(4)(5)		200		194
Ukreximbank Via Biz Finance plc 144A 9.625%, 4/27/22(3)		150		147
				341
United Arab Emirates—1.0%
DP World Ltd. 144A 6.850%, 7/2/37(3)		250		289
United Kingdom—0.4%
EnQuest plc 144A 7.000%, 4/15/22(3)		200		105
United States—0.1%
Parker Drilling Co. 6.750%, 7/15/22		50		39
Venezuela—1.6%
Petroleos de Venezuela SA
RegS 8.500%, 11/2/17(4)		243		210
144A 6.000%, 5/16/24(3)		555		238
Petroleos de Venezuela SA RegS 6.000%, 11/15/26(4)		100		42
				490
TOTAL CORPORATE BONDS AND NOTES (Identified Cost $16,001)				15,855
LOAN AGREEMENTS(2)—0.1%
Consumer Discretionary—0.1%
Delta 2 (Lux) S.a.r.l. Tranche B-3, 4.750%, 7/30/21		47		47
TOTAL LOAN AGREEMENTS (Identified Cost $47)				47

	SHARES			VALUE
PREFERRED STOCK—0.7%
Energy—0.7%
PTT Exploration & Production PCL 144A, 4.875%(2)(3)		200	(8)	$	204
TOTAL PREFERRED STOCK (Identified Cost $201)					204
EXCHANGE-TRADED FUND—0.5%
iShares JPMorgan Emerging Markets Bond Index Fund(10)		1,400			164
TOTAL EXCHANGE-TRADED FUND (Identified Cost $165)					164
TOTAL LONG TERM INVESTMENTS—95.4%
(Identified Cost $28,759)					29,057
SHORT-TERM INVESTMENT—1.4%
Money Market Mutual Fund—1.4%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)(10)		411,876			412
TOTAL SHORT-TERM INVESTMENT (Identified Cost $412)					412
TOTAL INVESTMENTS—96.8%
(Identified Cost $29,171)					29,469	(1)
Other assets and liabilities, net—3.2%					975
NET ASSETS—100.0%				$	30,444

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Variable or step coupon security; interest rate shown reflects the rate in effect at September 30, 2016.

⁽³⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $18,364 or 60.3% of net assets.

⁽⁴⁾ Regulation S security. Security is offered and sold outside of the United States, therefore, it is exempt from registration with the SEC under Rules 903 and 904 of the Securities Act of 1933.

⁽⁵⁾ This Note was issued for the sole purpose of funding a loan agreement between the issuer and the borrower. As the credit risk for this security lies solely with the borrower, the name represented here is that of the borrower.

⁽⁶⁾ Interest payments may be deferred.

⁽⁷⁾ Principal amount is adjusted pursuant to the change in the Index.

⁽⁸⁾ Value shown as par value.

⁽⁹⁾ Security in default, no interest payments are being received.

⁽¹⁰⁾ Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

Foreign Currencies:

BRL Brazilian Real

CLP Chilean Peso

COP Colombian Peso

IDR Indonesian Rupiah

MXN Mexican Peso

PLN Polish Zloty

RUB Russian Ruble

ZAR South African Rand

Country Weightings (Unaudited)†
Mexico	9	%
Brazil	7
Argentina	6
Indonesia	5
Turkey	5
China	4
Russia	4
Other	60
Total	100	%
† % of total investments as of September 30, 2016

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

38

VIRTUS EMERGING MARKETS DEBT FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Debt Securities:
Corporate Bonds and Notes	$	15,855	$	—	$	15,817	$	38
Foreign Government Securities		12,787		—		12,787		—
Loan Agreements		47		—		47		—
Equity Securities:
Preferred Stock		204		—		204		—
Exchange-Traded Fund		164		164		—		—
Short-Term Investments		412		412		—		—
Total Investments	$	29,469	$	576	$	28,855	$	38

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

The following is a reconciliation of assets of the Fund for Level 3 investments for which significant unobservable inputs were used to determine fair value.

	Total		Corporate Bonds and Notes
Investments in Securities
Balance as of September 30, 2015:	$	—	$	—
Accrued discount/(premium)		—		—
Realized gain (loss)		—		—
Change in unrealized appreciation (depreciation)		—		—
Purchases		—		—
Sales(b)		—		—
Transfers into Level 3(a)(c)		38		38
Transfers from Level 3(a)		—		—
Balance as of September 30, 2016	$	38	$	38

^(a)  “Transfers into and/or from” represent the ending value as of September 30, 2016, for any investment security where a change in the pricing level occurred from the beginning to the end of the period.

^(b)  Includes paydowns on securities, if applicable.

^(c)  The transfers into Level 3 are due to a decrease in trading activities at period end.

None of the securities in this table are internally fair valued. The Fund’s investments that are categorized as Level 3 were valued utilizing third party pricing information without adjustment. Such valuations are based on unobservable inputs. A significant change in third party information inputs could result in a significantly lower or higher value of such Level 3 investments.

See Notes to Financial Statements

39

VIRTUS EMERGING MARKETS EQUITY INCOME FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
PREFERRED STOCKS—4.5%
Consumer Staples—0.4%
Companhia Brasileira de Distribuicao Grupo Pao de Acucar 0.31% (Brazil)		7,400	$	122
Financials—1.9%
Banco Bradesco S.A. 5.84% (Brazil)		41,320		380
Bancolombia SA 3.11% (Colombia)		8,053		78
Itausa Investimentos Itau S.A. 3.96% (Brazil)		56,470		146
				604
Materials—1.1%
Braskem SA, Class A 10.31% (Brazil)		21,300		164
Suzano Papel e Celulose S.A. Class A (Brazil)		60,600		196
				360
Telecommunication Services—0.2%
Telefonica Brasil SA (Brazil)		4,000		58
Utilities—0.9%
Companhia Energetica de Minas Gerais 5.68% (Brazil)		26,900		71
Companhia Paranaense de Energia, Class B 3.72% (Brazil)		19,200		200
				271
TOTAL PREFERRED STOCKS (Identified Cost $1,027)				1,415
COMMON STOCKS—92.9%
Consumer Discretionary—8.4%
Astra International Tbk PT (Indonesia)		577,000		366
Bajaj Auto Ltd. (India)		5,249		223
Coway Co., Ltd. (South Korea)		2,145		186
Dongfeng Motor Group Co., Ltd. Class H (China)		142,000		143
Ford Otomotiv Sanayi AS (Turkey)		9,264		98
Foschini Group Ltd. (The) (South Africa)		6,534		66
Gome Electrical Appliances Holding Ltd. (China)		606,000		75
Home Product Center PCL (Thailand)		437,600		127
Kangwon Land, Inc. (South Korea)		7,311		261
Kia Motors Corp. (South Korea)		6,128		235
Lojas Renner S.A. (Brazil)		19,300		146
Merida Industry Co. Ltd. (Taiwan)		55,000		261
Steinhoff International Holdings NV (Netherlands)		40,111		230
Truworths International Ltd. (South Africa)		20,255		105

	SHARES		VALUE
Consumer Discretionary—continued
Tsogo Sun Holdings Ltd. (South Africa)		45,862	$	104
				2,626
Consumer Staples—4.5%
Ambev SA (Brazil)		39,800		243
BRF SA (Brazil)		6,000		103
Fomento Economico Mexicano S.A.B. de CV (Mexico)		22,300		205
Hindustan Unilever Ltd. (India)		13,214		173
KT&G Corp. (South Korea)		3,312		377
Spar Group Ltd. (The) (South Africa)		10,616		149
Want Want China Holdings Ltd. (China)		219,000		136
				1,386
Energy—5.8%
China Petroleum & Chemical Corp. Class H (China)		157,800		116
Cosan S.A. Industria e Comercio (Brazil)		16,500		191
Formosa Petrochemical Corp. (Taiwan)		48,000		144
Gazprom PAO (Gazstream S.A.) Sponsored ADR (Russia)		83,152		352
Lukoil PJSC Sponsored ADR (Russia)		2,417		118
Rosneft OJSC GDR (Russia)		21,876		121
Sasol Ltd. (South Africa)		5,285		145
Tatneft PAO Sponsored ADR (Russia)		5,150		159
Thai Oil Public Co. Ltd. (Thailand)		137,200		272
Ultrapar Participacoes S.A. (Brazil)		8,300		184
				1,802
Financials—27.9%
Agricultural Bank of China Ltd. Class H (China)		835,000		360
Aldar Properties PJSC (United Arab Emirates)		246,117		179
AMMB Holdings Bhd (Malaysia)		58,300		58
Banco de Chile (Chile)		883,756		99
Banco do Brasil S.A. (Brazil)		29,700		210
Banco Santander Chile SA (Chile)		2,722,312		141
Bank of China Ltd. Class H (China)		1,462,000		675
Barclays Africa Group Ltd. (South Africa)		24,339		268
BM&F Bovespa S.A. (Brazil)		19,700		102
Chailease Holding Co. Ltd. (Cayman Islands)		102,000		182
China Construction Bank Corp. Class H (China)		1,538,000		1,155
China Everbright Bank Co., Ltd. Class H (China)		486,000		228
China Everbright Ltd. (China)		128,000		264
Commercial Bank QSC (The) (Qatar)		9,112		96

	SHARES		VALUE
Financials—continued
Dongbu Insurance Co., Ltd. (South Korea)		5,212	$	324
Dubai Islamic Bank PJSC (United Arab Emirates)		67,324		99
Emlak Konut Gayrimenkul Yatirim Ortakligi AS (Turkey)		161,434		164
First Gulf Bank PJSC (United Arab Emirates)		39,886		128
FirstRand Ltd. (South Africa)		102,863		356
Fubon Financial Holding Co., Ltd. (Taiwan)		175,000		260
Gentera S.A.B de CV (Mexico)		62,800		113
Guangzhou R&F Properties Co., Ltd. Class H (China)		112,800		179
Highwealth Construction Corp. (Taiwan)		168,000		260
Hyundai Marine & Fire Insurance Co., Ltd. (South Korea)		11,699		386
Industrial & Commercial Bank of China Ltd. Class H (China)		1,573,000		998
Liberty Holdings Ltd. (South Africa)		17,343		147
MMI Holdings Ltd. (South Africa)		36,401		59
OTP Bank plc (Hungary)		4,570		120
Ping An Insurance Group Co. of China Ltd. Class H (China)		62,500		328
Porto Seguro S.A. (Brazil)		12,500		115
Shimao Property Holdings Ltd. (China)		127,500		174
Standard Bank Group Ltd. (South Africa)		21,606		222
Sunac China Holdings Ltd. (China)		132,000		96
Turkiye Is Bankasi Class C (Turkey)		78,026		124
				8,669
Health Care—2.2%
China Medical System Holdings Ltd. (China)		189,000		319
Richter Gedeon Nyrt (Hungary)		7,766		158
Sinopharm Group Co., Ltd. Class H (China)		41,200		200
				677
Industrials—7.9%
Air China Ltd. Class H (China)		214,000		145
AirAsia BHD (Malaysia)		270,300		183
Bidvest Group Ltd. (The) (South Africa)		11,577		136
China Conch Venture Holdings Ltd. (China)		106,000		207
Grupo Aeroportuario del Pacifico SAB de C.V. Class B (Mexico)		19,400		184
LG Corp. (South Korea)		4,319		255
Pegatron Corp. (Taiwan)		131,000		339
Shanghai Industrial Holdings Ltd. (China)		101,000		292
Sinopec Engineering Group Co., Ltd. Class H (China)		199,000		172

See Notes to Financial Statements

40

VIRTUS EMERGING MARKETS EQUITY INCOME FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Industrials—continued
TAV Havalimanlari Holding AS (Turkey)		22,507	$	93
United Tractors Tbk PT (Indonesia)		163,300		223
Weg SA (Brazil)		13,300		73
Zhejiang Expressway Co., Ltd. Class H (China)		160,000		170
				2,472
Information Technology—22.9%
Advanced Semiconductor Engineering, Inc. (Taiwan)		230,000		276
Asustek Computer, Inc. (Taiwan)		36,000		322
Catcher Technology Co., Ltd. (Taiwan)		63,000		516
Compal Electronics, Inc. (Taiwan)		344,000		213
Delta Electronics Thailand PCL (Thailand)		97,100		223
Foxconn Technology CO Ltd. (Taiwan)		52,520		155
HCL Technologies Ltd. (India)		64,727		779
Hon Hai Precision Industry Co., Ltd. (Taiwan)		102,190		259
Infosys Ltd. (India)		55,660		866
Lite-On Technology Corp. (Taiwan)		105,473		152
NCSoft Corp. (South Korea)		257		69
NetEase, Inc. ADR (China)		2,086		502
Powertech Technology, Inc. (Taiwan)		97,000		252
Simplo Technology Co. Ltd. (Taiwan)		66,000		218
Taiwan Semiconductor Manufacturing Co., Ltd. (Taiwan)		177,000		1,040
Tata Consultancy Services Ltd. (India)		13,053		477
TOTVS S.A. (Brazil)		6,100		58
Travelsky Technology Ltd. Class H (China)		98,000		234
Vanguard International Semiconductor Corp. (Taiwan)		77,000		145

	SHARES		VALUE
Information Technology—continued
Wipro Ltd. (India)		22,533	$	162
Wistron Corp. (Taiwan)		8,644		6
WPG Holdings Ltd. (Taiwan)		178,000		211
				7,135
Materials—5.4%
Anhui Conch Cement Co., Ltd. Class H (China)		63,000		174
Cementos Argos S.A. (Colombia)		33,003		131
Grupo Mexico S.A.B. de C.V. Series B (Mexico)		44,300		108
Hyosung Corp. (South Korea)		2,034		242
IRPC PCL (Thailand)		525,600		74
Mondi Ltd. (South Africa)		9,841		207
PTT Global Chemical PCL (Thailand)		208,200		355
Siam Cement Public Co. Ltd. (Thailand)		15,600		234
Sibanye Gold Ltd. (South Africa)		47,306		171
				1,696
Telecommunication Services—5.2%
America Movil S.A.B. de C.V. Class C Series L (Mexico)		174,800		100
China Communications Services Corp. Ltd. Series H (China)		418,000		262
China Mobile Ltd. (China)		51,000		627
MTN Group Ltd. (South Africa)		11,218		96
SK Telecom Co., Ltd. (South Korea)		1,207		247
Telkom SA SOC Ltd. (South Africa)		33,186		146
Vodacom Group Ltd. (South Africa)		11,105		125
				1,603
Utilities—2.7%
China Power International Development Ltd. (China)		484,000		187
China Resources Power Holdings Co., Ltd. (China)		94,000		163

	SHARES		VALUE
Utilities—continued
Interconexion Electrica SA ESP (Colombia)		18,890	$	64
Korea Electric Power Corp. (South Korea)		8,463		415
				829
TOTAL COMMON STOCKS (Identified Cost $26,646)				28,895
TOTAL LONG TERM INVESTMENTS—97.4%
(Identified Cost $27,673)				30,310
TOTAL INVESTMENTS—97.4% (Identified Cost $27,673)				30,310	(1)
Other assets and liabilities, net—2.6%				806
NET ASSETS—100.0%			$	31,116

Abbreviations:

ADR American Depositary Receipt

GDR Global Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

Country Weightings (Unaudited)†
China	28	%
Taiwan	17
South Korea	10
Brazil	9
India	9
South Africa	8
Thailand	4
Other	15
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	28,895	$	7,309	$	21,586
Preferred Stocks		1,415		1,415		—
Total Investments	$	30,310	$	8,724	$	21,586

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

41

VIRTUS EMERGING MARKETS SMALL-CAP FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
PREFERRED STOCK—0.8%
Consumer Discretionary—0.8%
Whirlpool SA (Brazil)		38,964	$	41
TOTAL PREFERRED STOCK (Identified Cost $29)				41
COMMON STOCKS—95.7%
Consumer Discretionary—8.9%
Ace Hardware Indonesia Tbk PT (Indonesia)		1,498,000		100
Goldlion Holdings Ltd. (Hong Kong)		259,000		104
Pico Far East Holdings Ltd. (Hong Kong)		706,780		213
Whirlpool SA (Brazil)		20,161		20
				437
Consumer Staples—22.4%
AVI Ltd. (South Africa)		23,910		164
Compania Cervecerias Unidas SA Sponsored ADR (Chile)		6,200		125
Embotelladora Andina ADR S.A. Class-B (Chile)		2,300		52
Heineken Malaysia Bhd (Malaysia)		32,200		138
Oldtown Bhd (Malaysia)		322,750		155
Pinar SUT Mamulleri Sanayii AS (Turkey)		22,800		110
Premier Marketing PCL (Thailand)		643,000		167
Union de Cervecerias Peruanas Backus y Johnston SAA (Peru)		10,800		50
Wawel SA (Poland)		592		139
				1,100
Energy—1.1%
Qualitech PCL (Thailand)		200,000		52
Financials—16.1%
ARA Asset Management Ltd. (Singapore)		156,880		156
BFI Finance Indonesia Tbk PT (Indonesia)		779,000		197
Credit Analysis & Research Ltd. (India)		7,900		161
Equity Group Holdings Ltd. (Kenya)		220,600		67
Korea Ratings Corp. (South Korea)		3,130		117
Tisco Financial Group PCL (Thailand)		61,700		94
				792
Industrials—26.0%
Freight Management Holdings Bhd (Malaysia)		218,729		62
Hy-Lok Corp. (South Korea)		5,000		99
Lumax International Corp., Ltd. (Taiwan)		163,800		252
Prosegur Cia de Seguridad SA (Spain)		15,700		110

	SHARES		VALUE
Industrials—(continued)
S-1 Corp. (South Korea)		1,950	$	180
Sinmag Equipment Corp. (Taiwan)		26,520		120
Taiwan Secom Co., Ltd. (Taiwan)		58,874		171
Tegma Gestao Logistica (Brazil)(2)		74,000		188
Turk Traktor Ve Ziraat Makineleri AS (Turkey)		3,600		98
				1,280
Information Technology—9.0%
Autohome, Inc. ADR (China)(2)		6,300		153
Cartrack Holdings Ltd. (South Africa)		71,600		52
EClerx Services Ltd. (India)		4,933		112
Yandex N.V. Class A (Russia)(2)		6,000		126
				443
Materials—12.2%
Enaex SA (Chile)		4,800		50
KPX Chemical Co. Ltd. (South Korea)		2,615		143
Transpaco Ltd. (South Africa)(3)		107,500		211
Yung Chi Paint & Varnish Manufacturing Co. Ltd. (Taiwan)		82,000		198
				602
TOTAL COMMON STOCKS (Identified Cost $4,658)				4,706
TOTAL LONG TERM INVESTMENTS—96.5%
(Identified Cost $4,687)				4,747
SHORT-TERM INVESTMENT—1.1%
Money Market Mutual Fund—1.1%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)(4)		52,369		52
TOTAL SHORT-TERM INVESTMENT (Identified Cost $52)				52
TOTAL INVESTMENTS—97.6% (Identified Cost $4,739)				4,799	(1)
Other assets and liabilities, net—2.4%				120
NET ASSETS—100.0%			$	4,919

Abbreviation:

ADR American Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Illiquid security.

⁽⁴⁾ Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

Country Weightings (Unaudited)†
Taiwan	15	%
South Korea	11
South Africa	9
Hong Kong	7
Malaysia	7
Thailand	7
Indonesia	6
Other	38
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	4,706	$	2,501	$	2,205
Preferred Stock		41		41		—
Short-Term Investments		52		52		—
Total Invest ments	$	4,799	$	2,594	$	2,205

There are no Level 3 (significant unobservable inputs) priced securities.

Securities held by the Fund with an end of period value of $453 were transferred from Level 1 to Level 2, and securities with an end of period value of $377 were transferred from Level 2 to Level 1, based on our valuation procedures for non-U.S. securities.

(See Note 2A in the Notes to Financial Statements for more information.)

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

42

VIRTUS GLOBAL INFRASTRUCTURE FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—99.1%
Energy—25.7%
Enbridge, Inc. (Canada)		120,725	$	5,340
Inter Pipeline Ltd. (Canada)		44,765		945
Kinder Morgan, Inc. (United States)		247,945		5,735
Koninklijke Vopak N.V. (Netherlands)		16,660		875
ONEOK, Inc. (United States)		28,100		1,444
Pembina Pipeline Corp. (Canada)		56,325		1,717
Plains GP Holdings LP Class A (United States)		82,780		1,071
Spectra Energy Corp. (United States)		87,440		3,738
Tallgrass Energy GP LP (United States)		39,350		946
Targa Resources Corp. (United States)		29,470		1,447
TransCanada Corp. (Canada)		111,170		5,287
Williams Cos., Inc. (The) (United States)		91,535		2,813
				31,358
Financials—5.9%
American Tower Corp. (United States)		30,990		3,512
Crown Castle International Corp. (United States)		39,310		3,703
				7,215
Industrials—14.3%
Abertis Infraestructuras SA (Spain)		114,550		1,784
Aena SA (Spain)(2)		8,530		1,258
Atlantia SpA (Italy)		102,541		2,602
Auckland International Airport Ltd. (New Zealand)		391,319		2,097
Ferrovial SA (Spain)		62,640		1,333
Flughafen Zuerich AG (Switzerland)		6,940		1,356
Sydney Airport (Australia)		361,900		1,940
Transurban Group (Australia)		441,145		3,855
Vinci SA (France)		16,395		1,255
				17,480
Telecommunication Services—16.2%
AT&T, Inc. (United States)		111,790		4,540
BCE, Inc. (Canada)		22,445		1,036
BT Group plc (United Kingdom)		244,810		1,234
Deutsche Telekom AG Registered Shares (Germany)		117,450		1,969
Nippon Telegraph & Telephone Corp. ADR (Japan)		37,225		1,705
Singapore Telecommunications Ltd. (Singapore)		631,100		1,846
TELUS Corp. (Canada)		43,810		1,446
Verizon Communications, Inc. (United States)		56,844		2,955
Vodafone Group plc Sponsored ADR (United Kingdom)		102,206		2,979
				19,710

	SHARES		VALUE
Utilities—37.0%
ALLETE, Inc. (United States)		20,270	$	1,209
American Electric Power Co., Inc. (United States)		22,185		1,425
American Water Works Co., Inc. (United States)		33,940		2,540
APA Group (Australia)		171,330		1,122
Aqua America, Inc. (United States)		36,735		1,120
Atmos Energy Corp. (United States)		23,745		1,768
Black Hills Corp. (United States)		19,950		1,221
CMS Energy Corp. (United States)		41,230		1,732
Dominion Resources, Inc. (United States)		20,960		1,557
DTE Energy Co. (United States)		17,455		1,635
Edison International (United States)		21,220		1,533
Emera, Inc. (Canada)		24,965		900
Eversource Energy (United States)		26,635		1,443
Hera SpA (Italy)		407,855		1,099
Iberdrola SA (Spain)		216,935		1,475
National Grid plc (United Kingdom)		245,940		3,481
NextEra Energy, Inc. (United States)		37,120		4,541
NiSource, Inc. (United States)		50,620		1,220
ONE Gas, Inc. (United States)		15,225		942
Scottish & Southern Energy plc (United Kingdom)		62,110		1,262
Sempra Energy (United States)		28,565		3,062
SevernTrent plc (United Kingdom)		38,770		1,259
Snam Rete Gas SpA (Italy)		196,995		1,092
South Jersey Industries, Inc. (United States)		31,611		934
Spire, Inc. (United States)		21,300		1,358
Vectren Corp. (United States)		29,550		1,483
Veolia Environnement SA (France)		52,770		1,215
WEC Energy Group, Inc. (United States)		23,315		1,396
				45,024
TOTAL COMMON STOCKS (Identified Cost $112,457)				120,787
TOTAL LONG TERM INVESTMENTS—99.1%
(Identified Cost $112,457)				120,787
TOTAL INVESTMENTS—99.1% (Identified Cost $112,457)				120,787	(1)
Other assets and liabilities, net—0.9%				1,033
NET ASSETS—100.0%			$	121,820

Abbreviation:

ADR American Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $1,258 or 1.0% of net assets.

Country Weightings (Unaudited)†
United States	53	%
Canada	14
United Kingdom	8
Australia	6
Spain	5
Italy	4
France	2
Other	8
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	120,787	$	109,926	$	10,861
Total Investments	$	120,787	$	109,926	$	10,861

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

43

VIRTUS GLOBAL OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—99.6%
Consumer Discretionary—15.8%
Alimentation Couche -Tard, Inc. Class B (Canada)		72,865	$	3,531
Amazon.com, Inc. (United States)(2)		8,142		6,817
Dollar Tree, Inc. (United States)(2)		26,984		2,130
Naspers Ltd. Class N (South Africa)		14,991		2,595
NIKE, Inc. Class B (United States)		63,465		3,341
Priceline Group, Inc. (The) (United States)(2)		2,496		3,673
Starbucks Corp. (United States)		59,665		3,230
TJX Cos., Inc. (The) (United States)		35,486		2,654
				27,971
Consumer Staples—30.4%
Altria Group, Inc. (United States)		112,712		7,127
Anheuser-Busch InBev N.V. (Belgium)		27,315		3,578
British American Tobacco plc (United Kingdom)		125,004		7,988
Casey’s General Stores, Inc. (United States)		18,586		2,233
Coca-Cola Co. (The) (United States)		114,363		4,840
Nestle S.A. Registered Shares (Switzerland)		55,744		4,392
Philip Morris International, Inc. (United States)		71,678		6,968
Reckitt Benckiser Group plc (United Kingdom)		75,771		7,135
Reynolds American, Inc. (United States)		93,886		4,427
SABMiller plc (United Kingdom)		15,939		929
Unilever N.V. CVA (Netherlands)		92,280		4,258
				53,875
Financials—17.0%
American Tower Corp. (United States)		30,905		3,502
Berkshire Hathaway, Inc. Class B (United States)(2)		35,004		5,057
Housing Development Finance Corp. (India)		263,341		5,524
Housing Development Finance Corp. Bank Ltd. (India)		339,815		6,507
Housing Development Finance Corp. Bank Ltd. ADR (India)		4,996		359
M&T Bank Corp. (United States)		23,695		2,751
Wells Fargo & Co. (United States)		147,596		6,536
				30,236
Health Care—12.4%
Abbott Laboratories (United States)		77,816		3,291
Bristol-Myers Squibb Co. (United States)		43,288		2,334

	SHARES		VALUE
Health Care—continued
Celgene Corp. (United States)(2)		35,138	$	3,673
Medtronic plc (United States)		36,027		3,113
Roche Holding AG (Switzerland)		20,750		5,147
UnitedHealth Group, Inc. (United States)		31,754		4,446
				22,004
Information Technology—22.4%
Alibaba Group Holding Ltd. Sponsored ADR (China)(2)		26,740		2,829
Alphabet, Inc. Class C (United States)(2)		9,974		7,753
Cognizant Technology Solutions Corp. Class A (United States)(2)		57,843		2,760
Facebook, Inc. Class A (United States)(2)		21,184		2,717
MasterCard, Inc. Class A (United States)		69,785		7,102
PayPal Holdings, Inc. (United States)(2)		85,113		3,487
SAP SE (Germany)		45,853		4,168
Tencent Holdings Ltd. (China)		81,417		2,264
Visa, Inc. Class A (United States)		81,651		6,752
				39,832
Materials—1.6%
Martin Marietta Materials, Inc. (United States)		15,786		2,827
TOTAL COMMON STOCKS (Identified Cost $135,196)				176,745
TOTAL LONG TERM INVESTMENTS—99.6%
(Identified Cost $135,196)				176,745
TOTAL INVESTMENTS—99.6% (Identified Cost $135,196)				176,745	(1)
Other assets and liabilities, net—0.4%				706
NET ASSETS—100.0%			$	177,451

Abbreviation:

ADR American Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

Country Weightings (Unaudited)†
United States	65	%
United Kingdom	9
India	7
Switzerland	6
Netherlands	3
Germany	2
Belgium	2
Other	6
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	176,745	$	162,451	$	14,294
Total Investments	$	176,745	$	162,451	$	14,294

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

44

VIRTUS GLOBAL REAL ESTATE SECURITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—97.3%
Australia—5.0%
Dexus Property Group		236,339	$	1,661
GPT Group (The)		209,900		818
GPT Group (The) – In Specie(2)(3)(5)		13,566		—
National Storage REIT		807,000		995
Scentre Group		898,389		3,243
Westfield Corp.		401,350		3,003
				9,720
Austria—0.4%
Atrium European Real Estate Ltd.		168,000		749
Canada—3.2%
Allied Properties Real Estate Investment Trust		70,385		2,021
Canadian Real Estate Investment Trust		30,475		1,093
First Capital Realty, Inc.		43,880		735
RioCan Real Estate Investment Trust		115,362		2,394
				6,243
Finland—0.9%
Citycon OYJ		695,232		1,770
France—1.8%
Klepierre		54,120		2,480
Mercialys SA		45,150		1,086
				3,566
Germany—5.0%
ADO Properties SA(4)		61,542		2,461
Deutsche Wohnen AG		56,075		2,038
LEG Immobilien AG		9,304		891
TLG Immobilien AG		44,400		1,002
Vonovia SE		90,848		3,440
				9,832
Hong Kong—1.8%
Hysan Development Co. Ltd.		106,000		499
Link REIT (The)		425,504		3,141
				3,640
Italy—0.2%
Beni Stabili SpA		738,062		440
Japan—6.9%
GLP J-REIT		1,127		1,501
Hulic Co., Ltd.		164,900		1,685
Industrial & Infrastructure Fund Investment Corp.		142		723
Invincible Investment Corp.		1,915		1,072
Japan Real Estate Investment Corp.		218		1,304
Kenedix Office Investment Corp.		231		1,420
Kenedix Retail REIT Corp.		375		889

	SHARES		VALUE
Japan—continued
LaSalle Logiport REIT(2)		1,336	$	1,418
Nippon Building Fund, Inc.		217		1,375
Nippon Prologis REIT, Inc.		372		941
United Urban Investment Corp.		688		1,251
				13,579
Mexico—0.4%
PLA Administradora Industrial S de Rl de CV		60,722		101
Prologis Property Mexico SA de CV		367,800		603
				704
Netherlands—2.5%
Unibail-Rodamco SE		17,948		4,839
Norway—0.6%
Entra ASA(4)		97,500		1,091
Singapore—0.8%
CapitaLand Mall Trust		432,450		689
Global Logistic Properties Ltd.		649,500		896
				1,585
Spain—1.2%
Axiare Patrimonio SOCIMI SA		138,689		1,836
Hispania Activos Inmobiliarios Socimi SA		40,318		540
				2,376
Sweden—0.8%
Castellum AB		104,410		1,564
United Kingdom—5.4%
Big Yellow Group plc		102,728		1,038
British Land Co. plc		148,500		1,217
Derwent London plc		28,910		975
Great Portland Estates plc		65,276		535
Hammerson plc		190,420		1,449
Land Securities Group plc		108,131		1,483
Safestore Holdings plc		213,557		1,066
SEGRO plc		205,690		1,210
Unite Group plc (The)		200,400		1,648
				10,621
United States—60.4%
American Campus Communities, Inc.		36,738		1,869
American Homes 4 Rent Class A		69,050		1,494
Apartment Investment & Management Co. Class A		29,100		1,336
AvalonBay Communities, Inc.		16,865		2,999
Boston Properties, Inc.		11,328		1,544
Brixmor Property Group, Inc.		118,633		3,297
Coresite Realty Corp.		28,300		2,095
Cousins Properties, Inc.		111,400		1,163
CubeSmart		124,775		3,401
CyrusOne, Inc.		19,000		904
DCT Industrial Trust, Inc.		96,298		4,675

	SHARES		VALUE
United States—continued
Digital Realty Trust, Inc.		51,150	$	4,968
Douglas Emmett, Inc.		85,695		3,139
Duke Realty Corp.		158,900		4,343
Equinix, Inc.		7,900		2,846
Equity Lifestyle Properties, Inc.		23,746		1,833
Equity Residential		40,815		2,626
Essex Property Trust, Inc.		25,604		5,702
Extra Space Storage, Inc.		39,245		3,117
Federal Realty Investment Trust		19,700		3,032
General Growth Properties, Inc.		105,219		2,904
Healthcare Realty Trust, Inc.		57,321		1,952
Healthcare Trust of America, Inc. Class A		87,800		2,864
Highwoods Properties, Inc.		60,460		3,151
Host Hotels & Resorts, Inc.		77,908		1,213
Kilroy Realty Corp.		60,775		4,215
Paramount Group, Inc.		151,440		2,482
Pebblebrook Hotel Trust		36,509		971
Prologis, Inc.		85,298		4,567
Public Storage		17,022		3,798
Regency Centers Corp.		45,650		3,537
RLJ Lodging Trust		66,550		1,400
Simon Property Group, Inc.		51,231		10,605
Store Capital Corp.		113,672		3,350
Sun Communities, Inc.		35,250		2,766
Tanger Factory Outlet Centers		79,750		3,107
Ventas, Inc.		38,872		2,746
Vornado Realty Trust		48,600		4,919
Welltower, Inc.		21,419		1,602
				118,532
TOTAL COMMON STOCKS (Identified Cost $172,553)				190,851
TOTAL LONG TERM INVESTMENTS—97.3%
(Identified Cost $172,553)				190,851
SHORT-TERM INVESTMENT—1.2%
Money Market Mutual Fund—1.2%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)(6)		2,293,683		2,294
TOTAL SHORT-TERM INVESTMENT (Identified Cost $2,294)				2,294
TOTAL INVESTMENTS—98.5% (Identified Cost $174,847)				193,145	(1)
Other assets and liabilities, net—1.5%				2,930
NET ASSETS—100.0%			$	196,075

Abbreviation:

REIT Real Estate Investment Trust

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

45

VIRTUS GLOBAL REAL ESTATE SECURITIES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Illiquid security.

⁽⁴⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $3,552 or 1.8% of net assets.

⁽⁵⁾ Security valued at fair value as determined in good faith by or under the direction of the Trustees. This security is disclosed as a level 3 security in the disclosure table located after the Schedule of Investments.

⁽⁶⁾ Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

Country Weightings (Unaudited)†
United States	63	%
Japan	7
United Kingdom	5
Germany	5
Australia	5
Canada	3
Netherlands	3
Other	9
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Equity Securities:
Common Stocks	$	190,851	$	162,328	$	28,523	$	0	*
Short-Term Investments		2,294		2,294		—		—
Total Investments	$	193,145	$	164,622	$	28,523	$	0	*

* Includes internally fair valued security currently priced at zero ($0).

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

46

VIRTUS GREATER EUROPEAN OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
PREFERRED STOCK—0.5%
Health Care—0.5%
Grifols SA Class B		7,005	$	112
TOTAL PREFERRED STOCK (Identified Cost $118)				112
COMMON STOCKS—94.8%
Consumer Discretionary—12.0%
Domino’s Pizza Group plc (United Kingdom)		75,080		364
Hermes International SA (France)		1,477		601
Paddy Power Betfair plc (Ireland)		3,451		390
Persimmon plc (United Kingdom)		4,849		114
Priceline Group, Inc. (The) (United States)(2)		678		998
Sodexo SA (France)		1,982		236
				2,703
Consumer Staples—39.8%
Anheuser-Busch InBev N.V. (Belgium)		4,977		652
British American Tobacco plc (United Kingdom)		22,801		1,457
Chocoladefabrike Lindt & Spruengli AG (Switzerland)		43		249
Diageo plc (United Kingdom)		9,152		262
Heineken N.V. (Netherlands)		5,091		448
Imperial Brands plc (United Kingdom)		13,922		717
L’Oreal SA (France)		2,038		385
Nestle S.A. Registered Shares (Switzerland)		13,509		1,064
Pernod-Ricard SA (France)		2,410		285
Philip Morris International, Inc. (United States)		11,197		1,089
Reckitt Benckiser Group plc (United Kingdom)		11,936		1,124
SABMiller plc (United Kingdom)		3,775		220
Unilever N.V. CVA (Netherlands)		22,373		1,032
				8,984
Financials—4.8%
ABN AMRO Group N.V. CVA (Netherlands)(3)		11,315		234
Lloyds Banking Group plc (United Kingdom)		147,058		104
Reinet Investments SCA (Luxembourg)		7,486		156
Svenska Handelsbanken AB Class A (Sweden)		17,841		245
UBS Group AG Registered Shares (Switzerland)		24,847		338
				1,077
Health Care—15.1%
Coloplast A/S Class B (Denmark)		4,636		360
Essilor International SA (France)		4,321		557
Fresenius Medical Care AG & Co. KGaA (Germany)		6,054		529
Grifols SA (Spain)		20,053		432
Novo Nordisk A/S Class B (Denmark)		12,690		527
Roche Holding AG (Switzerland)		4,017		997
				3,402

	SHARES		VALUE
Industrials—8.4%
Aena SA (Spain)(3)		3,082	$	455
Bureau Veritas SA (France)		16,141		346
DCC plc (Ireland)		2,540		231
DKSH Holding AG (Switzerland)		3,513		258
Flughafen Zuerich AG (Switzerland)		1,880		367
Vinci SA (France)		3,030		232
				1,889
Information Technology—9.5%
Accenture plc Class A (United States)		5,652		691
Amadeus IT Holding SA Class A (Spain)		8,790		439
SAP SE (Germany)		11,127		1,011
				2,141
Materials—4.1%
Air Liquide SA (France)		4,910		527
HeidelbergCement AG (Germany)		2,098		198
Randgold Resources Ltd. (United Kingdom)		1,143		115
Randgold Resources Ltd. ADR (United Kingdom)		900		90
				930
Real Estate—1.1%
Unibail-Rodamco SE (Netherlands)		969		261
TOTAL COMMON STOCKS (Identified Cost $17,439)				21,387
TOTAL LONG TERM INVESTMENTS—95.3%
(Identified Cost $17,557)				21,499
SECURITIES LENDING COLLATERAL—0.0%
INVESCO Trust Short-Term Investments Liquid Assets Portfolio (The) – Institutional Shares (seven-day effective yield 0.390%) (United States)(4)(5)		14,872		15
TOTAL SECURITIES LENDING COLLATERAL (Identified Cost $15)				15
SHORT-TERM INVESTMENT—0.5%
Money Market Mutual Fund—0.5%
JPMorgan U.S. Government Money Market Fund – Institutional Shares (seven-day effective yield 0.360%)(4)		110,821		111
TOTAL SHORT-TERM INVESTMENT (Identified Cost $111)				111
TOTAL INVESTMENTS—95.8% (Identified Cost $17,683)				21,625	(1)
Other assets and liabilities, net—4.2%				924
NET ASSETS—100.0%			$	22,549

Abbreviation:

ADR American Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $689 or 3.1% of net assets.

⁽⁴⁾ Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

⁽⁵⁾  Represents security purchased with cash collateral received for securities on loan.

Country Weightings (Unaudited)†
United Kingdom	21	%
Switzerland	15
France	15
United States	13
Netherlands	9
Germany	8
Spain	7
Other	12
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices
Equity Securities:
Common Stocks	$	21,387	$	21,387
Preferred Stock		112		112
Securities Lending Collateral		15		15
Short-Term Investments		111		111
Total Investments	$	21,625	$	21,625

There are no Level 2 (significant observable inputs) or Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

47

VIRTUS INTERNATIONAL EQUITY FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—90.4%
Consumer Discretionary—17.3%
Ashtead Group plc (United Kingdom)		7,050	$	116
Bridgestone Corp. (Japan)		2,905		107
Ctrip.Com International Ltd. ADR (China)(2)		2,120		99
Fuji Heavy Industries Ltd. (Japan)		2,875		108
RELX plc (United Kingdom)		7,245		137
Sony Corp. Sponsored ADR (Japan)		4,675		155
WPP plc (United Kingdom)		6,170		145
				867
Consumer Staples—8.9%
British American Tobacco plc (United Kingdom)		2,345		150
Heineken N.V. (Netherlands)		1,600		140
Marine Harvest ASA Sponsored ADR (Norway)		8,750		157
				447
Energy—5.1%
Statoil ASA (Norway)		7,655		128
Technip SA (France)		2,070		127
				255
Financials—7.5%
American International Group, Inc. (United States)		2,215		131
DBS Group Holdings Ltd. (Singapore)		8,895		101
ORIX Corp. (Japan)		9,885		146
				378
Health Care—8.8%
Allergan plc (Ireland)(2)		795		183
Icon plc (Ireland)(2)		1,550		120
Shire plc ADR (United Kingdom)		720		140
				443

	SHARES		VALUE
Industrials—8.2%
Airbus Group SE (France)		1,985	$	120
IMAX Corp. (Canada)(2)		4,055		117
Nidec Corp. (Japan)		1,890		175
				412
Information Technology—13.5%
Broadcom Ltd. (Singapore)		835		144
Check Point Software Technologies Ltd. (Israel)(2)		1,305		101
NXP Semiconductors NV (Netherlands)(2)		1,390		142
SAP SE Sponsored ADR (Germany)		1,685		154
Tencent Holdings Ltd. (China)		4,955		138
				679
Materials—7.7%
Agnico Eagle Mines Ltd. (Canada)		3,785		205
Randgold Resources Ltd. (United Kingdom)		1,780		180
				385
Real Estate—2.7%
Unibail-Rodamco SE (Netherlands)		500		135
Telecommunication Services—8.4%
KDDI Corp. (Japan)		5,315		165
Nippon Telegraph & Telephone Corp. ADR (Japan)		2,640		121
Spark New Zealand Ltd. (New Zealand)		51,296		135
				421

	SHARES		VALUE
Utilities—2.3%
Korea Electric Power Corp. (South Korea)		2,330	$	114
TOTAL COMMON STOCKS (Identified Cost $3,776)				4,536
TOTAL LONG TERM INVESTMENTS—90.4%
(Identified Cost $3,776)				4,536
TOTAL INVESTMENTS—90.4% (Identified Cost $3,776)				4,536	(1)
Other assets and liabilities, net—9.6%				483
NET ASSETS—100.0%			$	5,019

Abbreviation:

ADR American Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

Country Weightings (Unaudited)†
Japan	22	%
United Kingdom	19
Netherlands	9
Canada	7
Ireland	7
Norway	6
France	5
Other	25
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	4,536	$	3,348	$	1,188
Total Investments	$	4,536	$	3,348	$	1,188

There are no Level 3 (significant unobservable inputs) priced securities.

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

48

VIRTUS INTERNATIONAL REAL ESTATE SECURITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—97.5%
Australia—13.1%
Dexus Property Group		107,518	$	756
GPT Group (The)		108,300		422
GPT Group (The) – In Specie(2)(3)(5)		588,920		—
National Storage REIT		291,000		359
Scentre Group		422,171		1,524
Westfield Corp.		203,473		1,522
				4,583
Austria—0.6%
Atrium European Real Estate Ltd.		44,000		196
Canada—8.1%
Allied Properties Real Estate Investment Trust		31,565		907
Canadian Real Estate Investment Trust		13,695		491
First Capital Realty, Inc.		20,205		338
RioCan Real Estate Investment Trust		53,550		1,111
				2,847
Finland—2.5%
Citycon OYJ		349,291		889
France—4.8%
Klepierre		25,956		1,190
Mercialys SA		21,200		510
				1,700
Germany—11.0%
ADO Properties SA(4)		15,322		613
Deutsche Wohnen AG		26,475		962
LEG Immobilien AG		4,511		432
TLG Immobilien AG		8,000		180
Vonovia SE		43,945		1,664
				3,851
Hong Kong—5.1%
Hysan Development Co. Ltd.		55,000		259
Link REIT (The)		206,441		1,524
				1,783
Italy—0.5%
Beni Stabili SpA		285,164		170
Japan—18.8%
GLP J-REIT		527		702
Hulic Co., Ltd.		76,500		782
Industrial & Infrastructure Fund Investment Corp.		76		387
Invincible Investment Corp.		965		540
Japan Real Estate Investment Corp.		111		664
Kenedix Office Investment Corp.		111		682
Kenedix Retail REIT Corp.		159		377
LaSalle Logiport REIT(2)		630		669
Nippon Building Fund, Inc.		111		703

	SHARES		VALUE
Japan—continued
Nippon Prologis REIT, Inc.		190	$	480
United Urban Investment Corp.		332		604
				6,590
Mexico—1.2%
PLA Administradora Industrial S de Rl de CV		49,852		83
Prologis Property Mexico SA de CV		207,200		340
				423
Netherlands—6.4%
Unibail-Rodamco SE		8,260		2,227
Norway—1.8%
Entra ASA(4)		58,000		649
Singapore—2.5%
CapitaLand Mall Trust		211,650		337
Global Logistic Properties Ltd.		381,000		526
				863
Spain—3.4%
Axiare Patrimonio SOCIMI SA		68,858		912
Hispania Activos Inmobiliarios Socimi SA		20,327		272
				1,184
Sweden—2.1%
Castellum AB		50,199		752
United Kingdom—15.6%
Big Yellow Group plc		50,288		508
British Land Co. plc		70,605		579
Derwent London plc		14,246		480
Great Portland Estates plc		30,018		246
Hammerson plc		103,209		785
Land Securities Group plc		61,885		849
Safestore Holdings plc		108,376		541
SEGRO plc		109,057		642
Unite Group plc (The)		101,700		836
				5,466
TOTAL COMMON STOCKS (Identified Cost $25,038)				34,173
TOTAL LONG TERM INVESTMENTS—97.5%
(Identified Cost $25,038)				34,173
TOTAL INVESTMENTS—97.5% (Identified Cost $25,038)				34,173	(1)
Other assets and liabilities, net—2.5%				861
NET ASSETS—100.0%			$	35,034

Abbreviation:

REIT Real Estate Investment Trust

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Illiquid security.

⁽⁴⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $1,262 or 3.6% of net assets.

⁽⁵⁾ Security valued at fair value as determined in good faith by or under the direction of the Trustees. This security is disclosed as a level 3 security in the disclosure table located after the Schedule of Investments.

Country Weightings (Unaudited)†
Japan	19	%
United Kingdom	16
Australia	14
Germany	11
Canada	8
Netherlands	7
Hong Kong	5
Other	20
Total	100	%
† % of total investments as of September 30, 2016

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

49

VIRTUS INTERNATIONAL REAL ESTATE SECURITIES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs		Level 3 Significant Unobservable Inputs
Equity Securities:
Common Stocks	$	34,173	$	20,355	$	13,818	$	0	*
Total Investments	$	34,173	$	20,355	$	13,818	$	0	*

*  Includes internally fair valued security currently priced at zero ($0).

There were no transfers between Level 1 and Level 2 related to securities held at September 30, 2016.

See Notes to Financial Statements

50

VIRTUS INTERNATIONAL SMALL-CAP FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
PREFERRED STOCK—0.1%
Consumer Discretionary—0.1%
Whirlpool SA (Brazil)		42,618	$	45
TOTAL PREFERRED STOCK (Identified Cost $34)				45
COMMON STOCKS—97.2%
Consumer Discretionary—6.5%
Goldlion Holdings Ltd. (Hong Kong)		2,990,600		1,197
Pico Far East Holdings Ltd. (Hong Kong)		4,217,668		1,270
REA Group Ltd. (Australia)		9,220		401
				2,868
Consumer Staples—9.3%
Heineken Malaysia Bhd (Malaysia)		186,000		799
Oldtown Bhd (Malaysia)		1,797,550		866
Premier Marketing PCL (Thailand)		4,939,029		1,283
Wawel SA (Poland)		4,786		1,126
				4,074
Energy—2.7%
Pason Systems, Inc. (Canada)		47,500		608
Schoeller-Bleckmann Oilfield Equipment AG (Austria)		8,578		568
				1,176
Financials—12.5%
ARA Asset Management Ltd. (Singapore)		1,071,716		1,063
Euler Hermes SA (France)		20,000		1,700
Euroz Ltd. (Australia)		2,159,263		1,658
Korea Ratings Corp. (South Korea)		28,868		1,083
				5,504
Health Care—7.8%
Haw Par Corp. Ltd. (Singapore)		71,719		475
Software Service, Inc. (Japan)		19,853		843
WIN-Partners Co. Ltd. (Japan)		133,010		2,125
				3,443
Industrials—23.6%
AIT Corp. (Japan)		158,200		1,368
Amadeus Fire AG (Germany)		5,695		408
Asiakastieto Group Oyj (Finland)		57,200		1,169
Expeditors International of Washington, Inc. (United States)		12,200		629
Howden Joinery Group plc (United Kingdom)		109,000		611
Interworks, Inc. (Japan)		35,000		394
Lumax International Corp., Ltd. (Taiwan)		1,464,159		2,249
Rotork plc (United Kingdom)		431,154		1,180

	SHARES		VALUE
Industrials—continued
Tegma Gestao Logistica (Brazilcontinued(2)		624,126	$	1,583
WABCO Holdings, Inc. (United States)(2)		6,850		778
				10,369
Information Technology—25.7%
Alten SA (France)		11,000		769
Auto Trader Group plc (United Kingdom)		216,200		1,136
Autohome, Inc. ADR (China)(2)		62,200		1,508
Bouvet ASA (Norway)		80,245		1,205
carsales.com Ltd. (Australia)		41,467		381
Computer Modelling Group Ltd. (Canada)		76,500		572
Firstlogic, Inc. (Japan)		37,600		589
Kakaku.com Inc. (Japan)		26,000		471
Pro-Ship, Inc. (Japan)(3)		112,200		1,441
Rightmove plc (United Kingdom)		16,800		919
Scout24 AG (Germany)(2)		57,775		1,947
Societe Pour L’informatique Industrielle (France)		21,070		350
				11,288
Materials—9.1%
KPX Chemical Co. Ltd. (South Korea)		19,894		1,089
Rimoni Industries Ltd. (Israel)		89,509		903
Transpaco Ltd. (South Africa)(6)		910,699		1,792
Victrex plc (United Kingdom)		11,800		240
				4,024
TOTAL COMMON STOCKS (Identified Cost $41,436)				42,746
TOTAL LONG TERM INVESTMENTS—97.3%
(Identified Cost $41,470)				42,791
SECURITIES LENDING COLLATERAL—0.3%
INVESCO Trust Short-Term Investments Liquid Assets Portfolio (The) – Institutional Shares (seven-day effective yield 0.390%) (United States)(4)(5)		134,250		134
TOTAL SECURITIES LENDING COLLATERAL (Identified Cost $134)				134
TOTAL INVESTMENTS—97.6% (Identified Cost $41,604)				42,925	(1)
Other assets and liabilities, net—2.4%				1,061
NET ASSETS—100.0%			$	43,986

Abbreviation:

ADR American Depositary Receipt

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ All or a portion of security is on loan.

⁽⁴⁾ Represents security purchased with cash collateral received for securities on loan.

⁽⁵⁾ Shares of this fund are publicly offered and its prospectus and annual report are publicly available.

⁽⁶⁾  Illiquid security.

Country Weightings (Unaudited)†
Japan	17	%
United Kingdom	9
France	7
Australia	6
Hong Kong	6
Germany	5
Taiwan	5
Other	45
Total	100	%
† % of total investments as of September 30, 2016

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

51

VIRTUS INTERNATIONAL SMALL-CAP FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	42,746	$	24,232	$	18,514
Preferred Stock		45		45		—
Securities Lending Collateral		134		134		—
Total Investments	$	42,925	$	24,411	$	18,514

There are no Level 3 (significant unobservable inputs) priced securities.

Securities held by the Fund with an end of period value of $2,146 were transferred from Level 1 to Level 2, and securities with an end of period value of $2,530 were transferred from Level 2 to Level 1, based on our valuation procedures for non-U.S. securities.

(See Note 2A in the Notes to Financial Statements for more information.)

See Notes to Financial Statements

52

VIRTUS INTERNATIONAL WEALTH MASTERS FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
COMMON STOCKS—99.4%
Consumer Discretionary—29.6%
Altice NV Class A(2)		1,929	$	35
Autogrill S.p.A		818		7
Autoneum Holding AG		84		23
Axel Springer SE		527		27
Bayerische Motoren Werke AG		333		28
Benesse Holdings, Inc.		1,420		36
Brembo S.p.A		119		7
Brunello Cucinelli S.p.A		342		7
Carnival plc		918		45
Chow Tai Fook Jewellery Group Ltd.		9,600		7
Christian Dior SE		82		15
Compagnie Financiere Richemont SA Registered Shares		396		24
Continental AG		130		27
Crown Resorts Ltd.		2,123		21
CTS Eventim AG & Co. KGaA		808		29
Daily Mail & General Trust plc Class A		4,452		43
De’ Longhi		288		7
Dixons Carphone plc		8,848		42
Domino’s Pizza Enterprises Ltd.		399		22
Don Quijote Holdings Co., Ltd.		1,050		38
Dufry AG(2)		199		25
Dunelm Group plc		3,718		41
Fast Retailing Co., Ltd.		114		37
Fielmann AG		341		28
Forbo Holding AG Registered Shares		17		23
Galaxy Entertainment Group Ltd.		1,790		7
Genting Singapore plc		13,000		7
Geox SPA		2,845		7
Global Brands Group Holding Ltd.(2)		62,000		6
Harvey Norman Holdings Ltd.		5,577		22
Heiwa Corp.		1,625		36
Hennes & Mauritz AB Class B		376		11
Hermes International SA		35		14
Hikari Tsushin, Inc.		410		38
Inditex SA		421		16
Jardine Cycle & Carriage Ltd.		228		7
JCDecaux SA		429		14
Kering		73		15
L’Occitane International SA		7,000		14
Li & Fung Ltd.		13,700		7
Luxottica Group S.p.A		145		7
LVMH Moet Hennessy Louis Vuitton SA		86		15
M6-Metropole Television SA		812		15
Man Wah Holdings Ltd.		9,400		6
Mediaset S.p.A.		2,264		7
Mekonomen AB		548		11
Melco Crown Entertainment Ltd. ADR		458		7
Melco International Development Ltd.		5,200		7
Melia Hotels International SA		1,245		15
Merlin Entertainment plc(3)		6,796		39
MGM China Holdings Ltd.		4,000		7
Moncler SPA		392		7
Nitori Co., Ltd.		335		40
Numericable-SFR		480		14
Ocado Group plc(2)(4)		12,642		43

	SHARES		VALUE
Consumer Discretionary—continued
Plastic Omnium SA		450	$	15
Prada S.p.A		2,000		6
Premier Investments Ltd.		1,741		21
PT Multimedia Servicos de Telecomunicacoes e Multimedia SGPS SA		534		4
Publicis Groupe SA		192		14
Rakuten, Inc.		2,750		36
Royal Caribbean Cruises Ltd.		84		6
Salvatore Ferragamo S.p.A		290		7
Sands China Ltd.		1,550		7
Sankyo Co., Ltd.		1,075		37
Sega Sammy Holdings, Inc.		2,640		38
Seven West Media Ltd.		40,171		23
Shangri-La Asia Ltd.		6,100		7
Shimanura Co., Ltd.		317		38
SJM Holdings Ltd.		9,200		7
Sodexo SA		124		15
Sports Direct International plc(2)		11,259		42
Start Today Co., Ltd.		2,175		37
Steinhoff International Holdings NV		4,873		28
Swatch Group AG (The)		84		24
Techtronics Industries Co., Ltd.		1,800		7
Television Francaise 1		1,482		14
Tod’s S.p.A		131		7
Universal Entertainment Corp.(2)		1,310		39
Vivendi		735		15
Wynn Macau Ltd.		3,900		6
Yue Yuen Industrial Holdings Ltd.		1,650		7
				1,612
Consumer Staples—12.7%
AAK AB		145		11
Anheuser-Busch InBev N.V.		433		57
Associated British Foods plc		1,201		40
Axfood AB		611		11
Barry Callebaut AG		18		24
Beiersdorf AG		296		28
Carrefour SA		559		14
Casino Guichard Perrachon SA		303		15
Cosmos Pharmaceutical Corp.		186		40
Dairy Farm International Holdings Ltd.		1,000		7
Davide Campari-Milano S.p.A		642		7
First Resources Ltd.		5,200		7
Golden Agri-Resources Ltd.		27,000		7
Heineken Holding NV		446		36
Henkel AG & KGaA		238		28
Jeronimo Martins SPGS SA		227		4
Kose Corp.		368		38
L’Oreal SA		78		15
Marine Harvest ASA		342		6
MARR SpA		348		7
Metro AG		926		27
Orkla ASA		604		6
Pernod-Ricard SA		123		14
Pola Orbis Holdings, Inc.		427		38
Rallye SA		895		15
Remy Cointreau SA		172		15
Sonae SGPS SA		4,917		4
Sugi Holdings Co., Ltd.		700		38
Sundrug Co., Ltd.		455		38
Suntory Beverage & Food Ltd		875		38

	SHARES		VALUE
Consumer Staples—continued
Unicharm Corp.		1,500	$	39
WH Group Ltd.(3)		8,400		7
Wilmar International Ltd.		3,100		7
				688
Energy—3.7%
Akastor ASA(2)		5,359		6
Aker BP ASA(2)		409		7
Aker Solutions ASA(2)		1,378		6
Avance Gas Holding Ltd.(3)		2,693		6
BW LPG Ltd.(3)		2,341		7
Delek Group Ltd.		39		8
Galp Energia SGPS SA		272		4
Genel Energy plc(2)		35,323		44
Petrofac Ltd.		3,873		45
Saras S.p.A		4,310		7
Seadrill Ltd.(2)(4)		2,742		6
Ship Finance International Ltd.		391		6
Tecnicas Reunidas SA		415		16
Tenaris SA ADR		259		7
Transocean Ltd.(2)		2,540		27
				202
Financials—8.7%
ACOM Co. Ltd.(2)		7,500		35
Ashmore Group plc		9,402		43
Assicurazioni Generali S.p.A		535		6
Banca Mediolanum SPA		996		7
Banco Santander SA		3,374		15
Bank Hapoalim BM		1,310		7
Bank of East Asia Ltd.		1,600		6
Bankinter SA		2,047		15
China LNG Group Ltd.		238,000		7
City Developments Ltd.		1,100		7
Emperor International Group Ltd.		66,000		7
First Pacific Co., Ltd.		9,300		7
Goldin Financial Holdings Ltd.(2)		11,800		7
Groupe Bruxelles Lambert SA		630		56
Industrivarden AB A Shares		554		11
Kingston Financial Group Ltd.		17,500		7
Matsui Securities Co., Ltd.		4,015		33
Oversea-Chinese Banking Corp.		1,100		7
Pargesa Holding SA		347		24
Partners Group Holding AG		46		23
Platinum Asset Management Ltd.		5,688		22
Reinet Investments SCA		19,506		42
Schroders plc		1,174		41
Svenska Handelsbanken AB Class A		782		11
United Overseas Bank Ltd.		515		7
Wendel		125		15
Wharf Holdings Ltd. (The)		925		7
				475
Health Care—4.4%
BioMerieux		95		14
Cyberdyne Inc.(2)(4)		2,400		38
DiaSorin S.p.A		106		7
Eurofins Scientific SE		32		15
Galenica AG Registered Shares		20		21
Getinge AB B Shares		560		11
Ipsen SA		212		15

See Notes to Financial Statements

53

VIRTUS INTERNATIONAL WEALTH MASTERS FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Health Care—continued
Rhoen-Klinikum AG		898	$	27
Roche Holding AG		93		23
Straumann Holding AG		59		23
Taisho Pharmaceutical Holdings Co., Ltd.		370		38
Taro Pharmaceutical Industries Ltd.(2)		66		7
				239
Industrials—13.6%
Abertis Infraestructuras SA		994		16
ACS Actividades de Construccion y Servicios SA		532		16
Alfa Laval AB		688		11
Alstom SA(2)		541		14
ANDRITZ AG		520		28
Assa Abloy AB B Shares		535		11
Bollore SA		4,157		14
Bouygues SA		445		15
Cargotec Oyj B Shares		674		31
Cheung Kong Infrastructure Holdings Ltd.		790		7
CK Hutchison Holdings Ltd.		550		7
Dassault Aviation SA		12		13
easyJet plc		3,118		41
Ferrovial SA		752		16
Fomento de Construcciones y Contratas SA(2)		1,573		15
Indutrade AB		504		11
Jardine Matheson Holdings Ltd.		118		7
Jardine Strategic Holdings Ltd.		218		7
Kloeckner & Co. AG(2)		2,217		27
Kone Oyj Class B		591		30
Kuehne & Nagel International AG		163		24
Nidec Corp.		410		38
Noble Group Ltd.(2)		69,800		8
Nordex SE(2)		966		29
NWS Holdings Ltd.		4,000		7
Obrascon Huarte Lain SA		4,452		18
OC Oerlikon Corp. AG Registered Shares		2,388		24
Orient Overseas International Ltd.		1,800		6
Prosegur Cia de Seguridad SA		2,358		16
Regus plc		11,861		40
Rieter Holding AG		116		24
Ryanair Holdings plc-SP ADR		551		41
Salini Impregilo S.p.A		2,498		7
Securitas AB Class B		655		11
Seven Group Holdings Ltd.		3,486		23
SGL Carbon SE(2)(4)		2,321		27
SGS SA Registered Shares		11		25
Skanska AB Class B		463		11
Sulzer AG		230		24
				740
Information Technology—11.2%
Check Point Software Technologies Ltd.(2)		100		8
COLOPL, Inc.		2,460		38
Dassault Systemes		165		14
Gree, Inc.		6,500		37
GungHo Online Entertainment ,Inc.		15,900		39
Hexagon AB B Shares		258		11

	SHARES		VALUE
Information Technology—continued
Keyence Corp.		52	$	38
Konami Corp.		1,000		39
Lenovo Group Ltd.		10,400		7
Mixi, Inc.		1,060		38
Nexon Co., Ltd.		2,490		39
Obic Business Consultants Co., Ltd.		785		38
Obic Co., Ltd.		721		38
Otsuka Corp.		780		37
Renishaw plc		1,201		41
SAP SE		305		28
Silverlake Axis Ltd.		14,300		7
Square Enix Holdings Co., Ltd.		1,140		39
United Internet AG Registered Shares		626		28
VTech Holdings Ltd.		572		7
Yahoo Japan Corp.		9,200		37
				608
Materials—7.2%
APERAM SA		815		37
ArcelorMittal(2)		6,258		38
EMS-Chemie Holding AG		44		24
Evolution Mining Ltd.		11,968		23
Fortescue Metals Group Ltd.		5,874		22
Frutarom Industries Ltd.		154		8
Glencore International plc(2)		16,309		45
HeidelbergCement AG		300		28
Hexpol AB		1,233		11
Holcim Ltd. Registered Shares		444		24
Holmen AB B Shares		311		11
Imerys SA		203		15
Israel Corp. Ltd. (The)(2)		45		7
OCI NV(2)		2,259		33
Pact Group Holdings Ltd.		4,509		22
Vicat		227		15
Wacker Chemie AG		335		28
				391
Real Estate—4.9%
Abacus Property Group		10,114		22
Champion REIT		11,800		7
Cheung Kong Property Holdings Ltd.		950		7
Fonciere Des Regions		159		15
Fortune REIT		5,400		7
Hang Lung Group Ltd.		1,800		7
Hang Lung Properties Ltd.		3,000		7
Henderson Land Development Co., Ltd.		1,111		6
Hongkong Land Holdings Ltd.		1,000		7
Hufvudstaden AB A Shares		627		11
Hysan Development Co. Ltd.		1,450		7
Inmobiliaria Colonial SA		2,080		15
Intu Properties plc		11,153		43
Kerry Properties Ltd.		2,100		7
Lundbergforetagen AB Class B		168		11
New World Development Co., Ltd.		5,200		7
Scentre Group		6,285		23
Sino Land Co., Ltd.		4,000		7
Sun Hung Kai Properties Ltd.		450		7
United Overseas Land Ltd.		1,720		7
Westfield Corp.		2,961		22

	SHARES		VALUE
Real Estate—continued
Wheelock & Co., Ltd.		1,105	$	6
Yanlord Land Group Ltd.		6,900		7
				265
Telecommunication Services—2.5%
HKT Trust & HKT Ltd.		5,000		7
Iliad SA		69		14
PCCW Ltd.		10,900		7
Smartone Telecommunications Holdings Ltd.		4,200		7
Softbank Corp.		571		37
Talktalk Telecom Group plc		15,604		41
TPG Telecom Ltd.		3,328		22
				135
Utilities—0.9%
CLP Holdings Ltd.		639		6
Engie SA		951		15
Hong Kong & China Gas Co., Ltd.		3,685		7
Kenon Holdings Ltd.(2)		705		8
Rubis SCA		161		15
				51
TOTAL COMMON STOCKS (Identified Cost $5,257)				5,406
TOTAL LONG TERM INVESTMENTS—99.4%
(Identified Cost $5,257)				5,406
SECURITIES LENDING COLLATERAL—1.6%
INVESCO Trust Short-Term Investments Liquid Assets Portfolio (The) – Institutional Shares (seven-day effective yield 0.390%)(5)(6)		86,289		86
TOTAL SECURITIES LENDING COLLATERAL (Identified Cost $86)				86
TOTAL INVESTMENTS—101.0% (Identified Cost $5,343)				5,492	(1)
Other assets and liabilities, net—(1.0)%				(56	)
NET ASSETS—100.0%			$	5,436

Abbreviations:

ADR American Depositary Receipt

REIT Real Estate Investment Trust

Footnote Legend:

⁽¹⁾ Federal Income Tax Information: For tax information at September 30, 2016, see Note 10 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾ Non-income producing.

⁽³⁾ Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At September 30, 2016, these securities amounted to a value of $59 or 1.1% of net assets.

Security abbreviation definitions are located under the Key Investment Terms starting on page 4.

See Notes to Financial Statements

54

VIRTUS INTERNATIONAL WEALTH MASTERS FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

⁽⁴⁾ All or a portion of security is on loan.

⁽⁵⁾ Represents security purchased with cash collateral received for securities on loan.

⁽⁶⁾ Shares of this fund are publicly offered and the prospectus and annual report are publicly available.

Country Weightings (Unaudited)†
Japan	25	%
United Kingdom	15
France	9
Germany	9
Switzerland	8
Hong Kong	6
Australia	6
Other	22
Total	100	%
† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	5,406	$	3,315	$	2,091
Securities Lending Collateral		86		86		—
Total Investments	$	5,492	$	3,401	$	2,091

There are no Level 3 (significant unobservable inputs) priced securities.

Securities held by the Fund with an end of period value of $113 were transferred from Level 1 to Level 2, and securities with an end of period value of $14 were transferred from Level 2 to Level 1, based on our valuation procedures for non-U.S. securities. (See Note 2A in the Notes to Financial Statements for more information.)

See Notes to Financial Statements

55

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

($ reported in thousands except shares and per share amounts)

	Emerging Markets Debt Fund			Emerging Markets Equity Income Fund			Emerging Markets Small-Cap Fund
Assets
Investment in securities at value(1)	$	29,469		$	30,310		$	4,799
Foreign currency at value(2)		—	(3)		203			—	(3)
Cash		745			593			147
Receivables
Investment securities sold		3			—			—
Fund shares sold		—			10			—	(3)
Receivable from adviser		—			—			2
Dividends and interest receivable		456			54			9
Tax reclaims		—			—	(3)		—
Prepaid trustee retainer		1			1			—	(3)
Prepaid expenses		27			28			11
Other assets		—	(3)		—	(3)		—	(3)
Total assets		30,701			31,199			4,968
Liabilities
Payables
Fund shares repurchased		1			13			—
Foreign capital gain taxes payable		—			—			4
Investment securities purchased		200			—			14
Investment advisory fees		11			8			—
Distribution and service fees		—	(3)		1			—	(3)
Administration fees		4			4			1
Transfer agent fees and expenses		1			6			—	(3)
Trustees’ fees and expenses		—	(3)		—	(3)		—	(3)
Professional fees		37			26			26
Trustee deferred compensation plan		—	(3)		—	(3)		—	(3)
Other accrued expenses		3			25			4
Total liabilities		257			83			49
Net Assets	$	30,444		$	31,116		$	4,919
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	32,402		$	42,033		$	5,380
Accumulated undistributed net investment income (loss)		71			311			95
Accumulated undistributed net realized gain (loss)		(2,327	)		(13,867	)		(611	)
Net unrealized appreciation (depreciation) on investments		298			2,639			55
Net Assets	$	30,444		$	31,116		$	4,919
Class A
Net asset value (net assets/shares outstanding) per share	$	9.45		$	9.03		$	9.29
Maximum offering price per share NAV/(1–3.75%)	$	9.82		$	—		$	—
Maximum offering price per share NAV/(1–5.75%)	$	—		$	9.58		$	9.86
Shares of beneficial interest outstanding, no par value, unlimited authorization		91,384			96,401			41,076
Net Assets	$	864		$	870		$	382
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	9.44		$	8.98		$	9.31
Shares of beneficial interest outstanding, no par value, unlimited authorization		39,962			70,961			12,599
Net Assets	$	377		$	638		$	117
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	9.45		$	9.04		$	9.31
Shares of beneficial interest outstanding, no par value, unlimited authorization		3,091,724			3,275,181			474,589
Net Assets	$	29,203		$	29,608		$	4,420
(1) Investment in securities at cost	$	29,171		$	27,673		$	4,739
(2) Foreign currency at cost	$	—	(3)	$	201		$	—	(3)
(3) Amount is less than $500.

See Notes to Financial Statements

56

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2016

($ reported in thousands except shares and per share amounts)

	Global Infrastructure Fund			Global Opportunities Fund
Assets
Investment in securities at value(1)	$	120,787		$	176,745
Cash		1,000			829
Receivables
Investment securities sold		—			8,050
Fund shares sold		176			82
Dividends and interest receivable		180			276
Tax reclaims		51			192
Prepaid trustee retainer		3			4
Prepaid expenses		17			33
Other assets		2			2
Total assets		122,216			186,213
Liabilities
Payables
Fund shares repurchased		212			99
Investment securities purchased		—			8,398
Foreign capital gain taxes payable		—			—	(2)
Investment advisory fees		65			125
Distribution and service fees		35			42
Administration fees		13			18
Transfer agent fees and expenses		25			36
Trustees’ fees and expenses		1			2
Professional fees		29			33
Trustee deferred compensation plan		2			2
Other accrued expenses		14			7
Total liabilities		396			8,762
Net Assets	$	121,820		$	177,451
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	110,814		$	134,724
Accumulated undistributed net investment income (loss)		(5	)		555
Accumulated undistributed net realized gain (loss)		2,685			629
Net unrealized appreciation (depreciation) on investments		8,326			41,543
Net Assets	$	121,820		$	177,451
Class A
Net asset value (net assets/shares outstanding) per share	$	14.22		$	13.69
Maximum offering price per share NAV/(1–5.75%)	$	15.09		$	14.53
Shares of beneficial interest outstanding, no par value, unlimited authorization		3,596,714			7,738,199
Net Assets	$	51,148		$	105,967
Class B
Net asset value (net assets/shares outstanding) and offering price per share	$	—		$	12.00
Shares of beneficial interest outstanding, no par value, unlimited authorization		—			21,618
Net Assets	$	—		$	259
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	14.17		$	11.93
Shares of beneficial interest outstanding, no par value, unlimited authorization		2,090,597			1,934,123
Net Assets	$	29,616		$	23,070
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	14.23		$	13.69
Shares of beneficial interest outstanding, no par value, unlimited authorization		2,884,833			3,516,743
Net Assets	$	41,056		$	48,155
(1) Investment in securities at cost	$	112,457		$	135,196
(2) Amount is less than $500.

See Notes to Financial Statements

57

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2016

($ reported in thousands except shares and per share amounts)

	Global Real Estate Securities Fund			Greater European Opportunities Fund			International Equity Fund
Assets
Investment in securities at value(1)(2)	$	193,145		$	21,625		$	4,536
Cash		2,000			750			313
Receivables
Investment securities sold		635			15			406
Fund shares sold		798			410			2
Receivable from adviser		—			—			7
Dividends and interest receivable		652			19			12
Tax reclaims		20			70			11
Securities lending receivable		—			—	(3)		—	(3)
Prepaid trustee retainer		4			1			—	(3)
Prepaid expenses		32			16			28
Other assets		3			—	(3)		—	(3)
Total assets		197,289			22,906			5,315
Liabilities
Collateral on securities loaned		—			15			—
Payables
Fund shares repurchased		226			100			14
Investment securities purchased		750			186			239
Investment advisory fees		104			8			—
Distribution and service fees		25			4			1
Administration fees		20			3			1
Transfer agent fees and expenses		32			8			1
Trustees’ fees and expenses		2			—	(3)		—	(3)
Professional fees		29			29			35
Trustee deferred compensation plan		3			—	(3)		—	(3)
Other accrued expenses		23			4			5
Total liabilities		1,214			357			296
Net Assets	$	196,075		$	22,549		$	5,019
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	176,740		$	19,221		$	5,655
Accumulated undistributed net investment income (loss)		1,281			273			(14	)
Accumulated undistributed net realized gain (loss)		(243	)		(886	)		(1,380	)
Net unrealized appreciation (depreciation) on investments		18,297			3,941			758
Net Assets	$	196,075		$	22,549		$	5,019
Class A
Net asset value (net assets/shares outstanding) per share	$	28.97		$	15.86		$	10.22
Maximum offering price per share NAV/(1–5.75%)	$	30.74		$	16.83		$	10.84
Shares of beneficial interest outstanding, no par value, unlimited authorization		2,350,023			716,369			137,122
Net Assets	$	68,087		$	11,364		$	1,402
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	28.41		$	15.58		$	9.97
Shares of beneficial interest outstanding, no par value, unlimited authorization		477,252			147,025			96,992
Net Assets	$	13,560		$	2,292		$	967
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	29.19		$	15.91		$	10.19
Shares of beneficial interest outstanding, no par value, unlimited authorization		3,920,207			558,796			260,073
Net Assets	$	114,428		$	8,893		$	2,650
(1) Investment in securities at cost	$	174,847		$	17,683		$	3,776
(2) Market value of securities on loan	$	—		$	14		$	—
(3) Amount is less than $500.

See Notes to Financial Statements

58

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF ASSETS AND LIABILITIES (Continued)

SEPTEMBER 30, 2016

($ reported in thousands except shares and per share amounts)

	International Real Estate Securities Fund			International Small-Cap Fund			International Wealth Masters Fund
Assets
Investment in securities at value(1)(3)	$	34,173		$	42,925		$	5,492
Foreign currency at value(2)		—			—	(4)		—
Cash		880			1,386			12
Receivables
Investment securities sold		—			72			309
Fund shares sold		12			3			2
Receivable from adviser		—			—			3
Dividends and interest receivable		82			73			12
Tax reclaims		19			11			6
Securities lending receivable		—			—	(4)		1
Prepaid trustee retainer		1			1			—	(4)
Prepaid expenses		28			38			30
Other assets		—	(4)		1			—	(4)
Total assets		35,195			44,510			5,867
Liabilities
Collateral on securities loaned		—			134			86
Payables
Fund shares repurchased		60			42			5
Investment securities purchased		27			274			307
Investment advisory fees		9			26			—
Distribution and service fees		4			1			—	(4)
Administration fees		4			5			1
Transfer agent fees and expenses		7			7			—	(4)
Trustees’ fees and expenses		—	(4)		—	(4)		—	(4)
Professional fees		28			26			29
Trustee deferred compensation plan		—	(4)		1			—	(4)
Other accrued expenses		22			8			3
Total liabilities		161			524			431
Net Assets	$	35,034		$	43,986		$	5,436
Net Assets Consist of:
Capital paid in on shares of beneficial interest	$	36,151		$	44,498		$	5,312
Accumulated undistributed net investment income (loss)		(582	)		469			50
Accumulated undistributed net realized gain (loss)		(9,668	)		(2,302	)		(75	)
Net unrealized appreciation (depreciation) on investments		9,133			1,321			149
Net Assets	$	35,034		$	43,986		$	5,436
Class A
Net asset value (net assets/shares outstanding) per share	$	7.25		$	13.01		$	10.21
Maximum offering price per share NAV/(1–5.75%)	$	7.69		$	13.80		$	10.83
Shares of beneficial interest outstanding, no par value, unlimited authorization		1,197,229			152,516			22,773
Net Assets	$	8,680		$	1,985		$	232
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	7.21		$	12.92		$	10.13
Shares of beneficial interest outstanding, no par value, unlimited authorization		278,237			113,383			11,335
Net Assets	$	2,006		$	1,465		$	115
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	7.26		$	13.04		$	10.24
Shares of beneficial interest outstanding, no par value, unlimited authorization		3,353,821			3,099,596			497,182
Net Assets	$	24,348		$	40,424		$	5,089
Class R6
Net asset value (net assets/shares outstanding) and offering price per share	$	—		$	13.03		$	—
Shares of beneficial interest outstanding, no par value, unlimited authorization		—			8,599			—
Net Assets	$	—		$	112		$	—
(1) Investment in securities at cost	$	25,038		$	41,604		$	5,343
(2) Foreign currency at cost		—			—	(4)		—
(3) Market value of securities on loan	$	—		$	128		$	82
(4) Amount is less than $500.

See Notes to Financial Statements

59

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

	Emerging Markets Debt Fund			Emerging Markets Equity Income Fund			Emerging Markets Small-Cap Fund
Investment Income
Dividends	$	3		$	1,282		$	203
Dividends from affiliated funds		4			—			—
Interest		1,755			—	(1)		—	(1)
Security lending, net of fees		—			—	(1)		—
Foreign taxes withheld		(1	)		(149	)		(21	)
Total investment income		1,761			1,133			182
Expenses
Investment advisory fees		209			348			54
Service fees, Class A		2			2			1
Distribution and service fees, Class C		4			6			1
Administration fees		36			42			6
Transfer agent fees and expenses		15			38			5
Interest expense and fees		—			1			—
Registration fees		44			47			44
Printing fees and expenses		8			9			2
Custodian fees		3			78			11
Professional fees		38			52			34
Trustees’ fees and expenses		3			3			—	(1)
Miscellaneous expenses		4			6			3
Total expenses		366			632			161
Less expenses reimbursed and/or waived by investment adviser		(51	)		(124	)		(87	)
Earnings credit from custodian		(2	)		—	(1)		—	(1)
Low balance account fees		—			—	(1)		—
Net expenses		313			508			74
Net investment income (loss)		1,448			625			108
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on unaffiliated investments		(462	)		(5,932	)		(550	)
Net realized gain (loss) on affiliated investments		(5	)		—			—
Net realized gain (loss) on foreign currency transactions		(7	)		(6	)		(1	)
Net change in unrealized appreciation (depreciation) on unaffiliated investments		3,184			8,500			1,297
Net change in unrealized appreciation (depreciation) on affiliated investments		3			—			—
Net change in unrealized appreciation (depreciation) on foreign currency translation		2			(2	)		(5	)
Net gain (loss) on investments		2,715			2,560			741
Net increase (decrease) in net assets resulting from operations	$	4,163		$	3,185		$	849

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

60

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

	Global Infrastructure Fund			Global Opportunities Fund
Investment Income
Dividends	$	4,669		$	3,123
Interest		—	(1)		—
Security lending, net of fees		—			1
Foreign taxes withheld		(281	)		(81	)
Total investment income		4,388			3,043
Expenses
Investment advisory fees		820			1,392
Service fees, Class A		136			246
Distribution and service fees, Class B		—			4
Distribution and service fees, Class C		328			200
Administration fees		159			206
Transfer agent fees and expenses		185			224
Registration fees		66			69
Printing fees and expenses		39			51
Custodian fees		38			9
Professional fees		33			39
Trustees’ fees and expenses		13			15
Miscellaneous expenses		13			15
Total expenses		1,830			2,470
Earnings credit from custodian		(5	)		(9	)
Low balance account fees		—	(1)		(5	)
Net expenses		1,825			2,456
Net investment income (loss)		2,563			587
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		3,988			2,497
Net realized gain (loss) on foreign currency transactions		(4	)		(4	)
Net change in unrealized appreciation (depreciation) on investments		9,673			14,094
Net change in unrealized appreciation (depreciation) on foreign currency translation		8			4
Net change in foreign taxes on unrealized capital gains		—			11
Net gain (loss) on investments		13,665			16,602
Net increase (decrease) in net assets resulting from operations	$	16,228		$	17,189

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

61

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

	Global Real Estate Securities Fund			Greater European Opportunities Fund			International Equity Fund
Investment Income
Dividends	$	3,898		$	748		$	121
Interest		—	(1)		—			—
Security lending, net of fees		—			1			3
Foreign taxes withheld		(162	)		(53	)		(11	)
Total investment income		3,736			696			113
Expenses
Investment advisory fees		1,091			225			55
Service fees, Class A		126			34			4
Distribution and service fees, Class C		105			18			13
Administration fees		162			34			8
Transfer agent fees and expenses		201			53			10
Interest expense and fees		—			1			—
Registration fees		61			43			39
Printing fees and expenses		40			13			5
Custodian fees		47			7			20
Professional fees		33			31			36
Trustees’ fees and expenses		11			2			1
Miscellaneous expenses		11			7			4
Total expenses		1,888			468			195
Less expenses reimbursed and/or waived by investment adviser		(164	)		(92	)		(96	)
Earnings credit from custodian		(4	)		(2	)		(1	)
Net expenses		1,720			374			98
Net investment income (loss)		2,016			322			15
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		683			(683	)		(413	)
Net realized gain (loss) on foreign currency transactions		(9	)		2			(1	)
Net change in unrealized appreciation (depreciation) on investments		12,064			1,592			663
Net change in unrealized appreciation (depreciation) on foreign currency translation		(1	)		1			(1	)
Net gain (loss) on investments		12,737			912			248
Net increase (decrease) in net assets resulting from operations	$	14,753		$	1,234		$	263

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

62

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF OPERATIONS (Continued)

YEAR ENDED SEPTEMBER 30, 2016

($ reported in thousands)

	International Real Estate Securities Fund			International Small-Cap Fund			International Wealth Masters Fund
Investment Income
Dividends	$	1,301		$	1,503		$	127
Interest		—			—	(1)		—	(1)
Security lending, net of fees		—			—	(1)		7
Foreign taxes withheld		(120	)		(137	)		(15	)
Total investment income		1,181			1,366			119
Expenses
Investment advisory fees		369			412			46
Service fees, Class A		27			5			—	(1)
Distribution and service fees, Class C		22			14			1
Administration fees		47			52			7
Transfer agent fees and expenses		59			64			3
Registration fees		45			61			50
Printing fees and expenses		15			14			2
Custodian fees		44			19			15
Professional fees		30			33			39
Trustees’ fees and expenses		3			3			—	(1)
Miscellaneous expenses		6			11			4
Total expenses		667			688			167
Less expenses reimbursed and/or waived by investment adviser		(152	)		(108	)		(98	)
Earnings credit from custodian		(1	)		(3	)		—	(1)
Net expenses		514			577			69
Net investment income (loss)		667			789			50
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		805			(2,264	)		(67	)
Net realized gain (loss) on foreign currency transactions		(3	)		20			—	(1)
Net change in unrealized appreciation (depreciation) on investments		1,835			10,315			529
Net change in unrealized appreciation (depreciation) on foreign currency translation		—	(1)		3			—	(1)
Net gain (loss) on investments		2,637			8,074			462
Net increase (decrease) in net assets resulting from operations	$	3,304		$	8,863		$	512

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

63

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS

($ reported in thousands)

	Emerging Markets Debt Fund						Emerging Markets Equity Income Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	1,448		$	1,469		$	625		$	1,466
Net realized gain (loss)		(474	)		(1,824	)		(5,938	)		(7,612	)
Net change in unrealized appreciation (depreciation)		3,189			(1,965	)		8,498			(6,273	)
Increase (decrease) in net assets resulting from operations		4,163			(2,320	)		3,185			(12,419	)
From Distributions to Shareholders
Net investment income, Class A		(32	)		(30	)		(25	)		(22	)
Net investment income, Class C		(16	)		(20	)		(15	)		(11	)
Net investment income, Class I		(1,230	)		(1,082	)		(1,133	)		(1,735	)
Net realized short-term gains, Class A		—			—			—			(6	)
Net realized short-term gains, Class C		—			—			—			(4	)
Net realized short-term gains, Class I		—			—			—			(397	)
Tax return of capital, Class A		—			(7	)		—			—
Tax return of capital, Class C		—			(6	)		—			—
Tax return of capital, Class I		—			(226	)		—			—
Decrease in net assets from distributions to shareholders		(1,278	)		(1,371	)		(1,173	)		(2,175	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		67			(159	)		53			(271	)
Change in net assets from share transactions, Class C		(229	)		(137	)		(55	)		10
Change in net assets from share transactions, Class I		1,145			(2,659	)		(14,355	)		(24,438	)
Increase (decrease) in net assets from share transactions		983			(2,955	)		(14,357	)		(24,699	)
Net increase (decrease) in net assets		3,868			(6,646	)		(12,345	)		(39,293	)
Net Assets
Beginning of period		26,576			33,222			43,461			82,754
End of period	$	30,444		$	26,576		$	31,116		$	43,461
Accumulated undistributed net investment income (loss) at end of period		71		$	(19	)		311		$	860

See Notes to Financial Statements

64

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Emerging Markets Small-Cap Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	108		$	82
Net realized gain (loss)		(551	)		(47	)
Net change in unrealized appreciation (depreciation)		1,292			(1,174	)
Increase (decrease) in net assets resulting from operations		849			(1,139	)
From Distributions to Shareholders
Net investment income, Class A		(6	)		(3	)
Net investment income, Class C		—	(1)		(1	)
Net investment income, Class I		(83	)		(60	)
Net realized short-term gains, Class A		—			(5	)
Net realized short-term gains, Class C		—			(3	)
Net realized short-term gains, Class I		—			(102	)
Decrease in net assets from distributions to shareholders		(89	)		(174	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(6	)		210
Change in net assets from share transactions, Class C		(31	)		8
Change in net assets from share transactions, Class I		(135	)		1,570
Increase (decrease) in net assets from share transactions		(172	)		1,788
Net increase (decrease) in net assets		588			475
Net Assets
Beginning of period		4,331			3,856
End of period	$	4,919		$	4,331
Accumulated undistributed net investment income (loss) at end of period		95		$	77

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

65

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Global Infrastructure Fund						Global Opportunities Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	2,563		$	4,013		$	587		$	461
Net realized gain (loss)		3,984			8,505			2,493			587
Net change in unrealized appreciation (depreciation)		9,681			(28,061	)		14,109			1,200
Increase (decrease) in net assets resulting from operations		16,228			(15,543	)		17,189			2,248
From Distributions to Shareholders
Net investment income, Class A		(1,232	)		(1,851	)		(223	)		(458	)
Net investment income, Class B		—			—			—			(1	)
Net investment income, Class C		(502	)		(809	)		—			(9	)
Net investment income, Class I		(982	)		(1,738	)		(202	)		(230	)
Net realized long-term gains, Class A		(3,613	)		(600	)		—			—
Net realized long-term gains, Class C		(2,361	)		(301	)		—			—
Net realized long-term gains, Class I		(2,645	)		(524	)		—			—
Decrease in net assets from distributions to shareholders		(11,335	)		(5,823	)		(425	)		(698	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(11,912	)		8,660			8,029			8,610
Change in net assets from share transactions, Class B		—			—			(254	)		(191	)
Change in net assets from share transactions, Class C		(12,563	)		20,385			6,766			11,375
Change in net assets from share transactions, Class I		(10,903	)		2,074			5,368			3,672
Increase (decrease) in net assets from share transactions		(35,378	)		31,119			19,909			23,466
Net increase (decrease) in net assets		(30,485	)		9,753			36,673			25,016
Net Assets
Beginning of period		152,305			142,552			140,778			115,762
End of period	$	121,820		$	152,305		$	177,451		$	140,778
Accumulated undistributed net investment income (loss) at end of period	$	(5	)	$	152		$	555		$	398

See Notes to Financial Statements

66

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	Global Real Estate Securities Fund						Greater European Opportunities Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	2,016		$	1,610		$	322		$	214
Net realized gain (loss)		674			449			(681	)		(104	)
Net change in unrealized appreciation (depreciation)		12,063			626			1,593			184
Increase (decrease) in net assets resulting from operations		14,753			2,685			1,234			294
From Distributions to Shareholders
Net investment income, Class A		(519	)		(613	)		(86	)		(82	)
Net investment income, Class C		(50	)		(119	)		—			—	(1)
Net investment income, Class I		(608	)		(821	)		(94	)		(24	)
Net realized short-term gains, Class A		(173	)		(21	)		—			—
Net realized short-term gains, Class C		(38	)		(5	)		—			—
Net realized short-term gains, Class I		(172	)		(26	)		—			—
Net realized long-term gains, Class A		(477	)		(66	)		—			(153	)
Net realized long-term gains, Class C		(105	)		(17	)		—			(13	)
Net realized long-term gains, Class I		(475	)		(81	)		—			(31	)
Decrease in net assets from distributions to shareholders		(2,617	)		(1,769	)		(180	)		(303	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		27,379			14,600			(2,522	)		732
Change in net assets from share transactions, Class C		4,125			2,509			657			472
Change in net assets from share transactions, Class I		75,040			5,033			2,739			2,842
Increase (decrease) in net assets from share transactions		106,544			22,142			874			4,046
Net increase (decrease) in net assets		118,680			23,058			1,928			4,037
Net Assets
Beginning of period		77,395			54,337			20,621			16,584
End of period	$	196,075		$	77,395		$	22,549		$	20,621
Accumulated undistributed net investment income (loss) at end of period	$	1,281		$	298		$	273		$	126

⁽¹⁾ Amount is less than $500.

See Notes to Financial Statements

67

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	International Equity Fund						International Real Estate Securities Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			Year Ended September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	15		$	36		$	667		$	1,783
Net realized gain (loss)		(414	)		(791	)		802			(140	)
Net change in unrealized appreciation (depreciation)		662			(293	)		1,835			(1,401	)
Increase (decrease) in net assets resulting from operations		263			(1,048	)		3,304			242
From Distributions to Shareholders
Net investment income, Class A		(6	)		(30	)		(135	)		(778	)
Net investment income, Class C		—			(1	)		(6	)		(117	)
Net investment income, Class I		(26	)		(54	)		(307	)		(1,837	)
Net realized short-term gains, Class A		—			—			—			—
Net realized short-term gains, Class C		—			—			—			—
Net realized short-term gains, Class I		—			—			—			—
Net realized long-term gains, Class A		—			—			—			—
Net realized long-term gains, Class C		—			—			—			—
Net realized long-term gains, Class I		—			—			—			—
Decrease in net assets from distributions to shareholders		(32	)		(85	)		(448	)		(2,732	)
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(584	)		(1,652	)		(4,508	)		1,872
Change in net assets from share transactions, Class C		(760	)		1,096			(397	)		(182	)
Change in net assets from share transactions, Class I		(1,804	)		(1,529	)		(2,557	)		(2,108	)
Increase (decrease) in net assets from share transactions		(3,148	)		(2,085	)		(7,462	)		(418	)
Net increase (decrease) in net assets		(2,917	)		(3,218	)		(4,606	)		(2,908	)
Net Assets
Beginning of period		7,936			11,154			39,640			42,548
End of period	$	5,019		$	7,936		$	35,034		$	39,640
Accumulated undistributed net investment income (loss) at end of period	$	(14	)	$	(10	)	$	(582	)	$	(1,123	)

See Notes to Financial Statements

68

VIRTUS OPPORTUNITIES TRUST

STATEMENTS OF CHANGES IN NET ASSETS (Continued)

($ reported in thousands)

	International Small-Cap Fund						International Wealth Masters Fund
	Year Ended September 30, 2016			Year Ended September 30, 2015			Year Ended September 30, 2016			From inception November 17, 2014 to September 30, 2015
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	789		$	825		$	50		$	52
Net realized gain (loss)		(2,244	)		1,467			(67	)		86
Net change in unrealized appreciation (depreciation)		10,318			(9,603	)		529			(380	)
Increase (decrease) in net assets resulting from operations		8,863			(7,311	)		512			(242	)
From Distributions to Shareholders
Net investment income, Class A		(32	)		(31	)		(1	)		—
Net investment income, Class C		(8	)		(18	)		(1	)		—
Net investment income, Class I		(826	)		(770	)		(68	)		—
Net investment income, Class R6		(2	)		(2	)		—			—
Net realized short-term gains, Class A		(16	)		(84	)		(2	)		—
Net realized short-term gains, Class C		(12	)		(53	)		(2	)		—
Net realized short-term gains, Class I		(338	)		(1,927	)		(72	)		—
Net realized short-term gains, Class R6		(1	)		(4	)		—			—
Net realized long-term gains, Class A		(20	)		(46	)		—			—
Net realized long-term gains, Class C		(15	)		(29	)		—			—
Net realized long-term gains, Class I		(440	)		(1,050	)		—			—
Net realized long-term gains, Class R6		(1	)		(2	)		—			—
Decrease in net assets from distributions to shareholders		(1,711	)		(4,016	)		(146	)		—
From Share Transactions (See Note 6)
Change in net assets from share transactions, Class A		(280	)		(107	)		95			135
Change in net assets from share transactions, Class C		(264	)		612			(7	)		124
Change in net assets from share transactions, Class I		(6,608	)		4,425			140			4,825
Change in net assets from share transactions, Class R6		4			109			—			—
Increase (decrease) in net assets from share transactions		(7,148	)		5,039			228			5,084
Net increase (decrease) in net assets		4			(6,288	)		594			4,842
Net Assets
Beginning of period		43,982			50,270			4,842			—
End of period	$	43,986		$	43,982		$	5,436		$	4,842
Accumulated undistributed net investment income (loss) at end of period	$	469		$	516		$	50		$	64

See Notes to Financial Statements

69

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Tax Return of Capital			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(7)			Ratio of Gross Expenses to Average  Net Assets (before waivers and reimbursements)(7)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Emerging Markets
Debt Fund
Class A
10/1/15 to 9/30/16		$	8.54		0.44			0.86			1.30			(0.39	)		—			—			(0.39	)		0.91			$	9.45		15.58	%		$	864		1.35	%(8)		1.54	%		4.95	%		49	%
10/1/14 to 9/30/15			9.69		0.44			(1.18	)		(0.74	)		(0.33	)		—			(0.08	)		(0.41	)		(1.15	)			8.54		(7.85	)			718		1.35			1.48			4.80			47
10/1/13 to 9/30/14			9.43		0.47			0.26			0.73			(0.46	)		—			(0.01	)		(0.47	)		0.26				9.69		7.83				982		1.35			1.52			4.88			39
10/1/12 to 9/30/13			10.09		0.48			(0.64	)		(0.16	)		(0.48	)		(0.02	)		—			(0.50	)		(0.66	)			9.43		(1.94	)			3,200		1.35			1.55			4.92			60
9/5/12(6) to 9/30/12			10.00		0.02			0.07			0.09			—			—			—			—			0.09				10.09		0.90	(4)			101		1.35	(3)		3.49	(3)		3.35	(3)		13	(4)
Class C
10/1/15 to 9/30/16		$	8.54		0.37			0.85			1.22			(0.32	)		—			—			(0.32	)		0.90			$	9.44		14.60	%		$	377		2.10	%(8)		2.28	%		4.20	%		49	%
10/1/14 to 9/30/15			9.68		0.37			(1.17	)		(0.80	)		(0.26	)		—			(0.08	)		(0.34	)		(1.14	)			8.54		(8.44	)			565		2.10			2.23			4.06			47
10/1/13 to 9/30/14			9.42		0.40			0.25			0.65			(0.38	)		—			(0.01	)		(0.39	)		0.26				9.68		7.03				788		2.10			2.21			4.08			39
10/1/12 to 9/30/13			10.09		0.41			(0.66	)		(0.25	)		(0.40	)		(0.02	)		—			(0.42	)		(0.67	)			9.42		(2.68	)			374		2.10			2.32			4.11			60
9/5/12(6) to 9/30/12			10.00		0.02			0.07			0.09			—			—			—			—			0.09				10.09		0.90	(4)			110		2.10	(3)		4.26	(3)		2.63	(3)		13	(4)
Class I
10/1/15 to 9/30/16		$	8.54		0.46			0.86			1.32			(0.41	)		—			—			(0.41	)		0.91			$	9.45		15.88	%		$	29,203		1.10	%(8)		1.29	%		5.21	%		49	%
10/1/14 to 9/30/15			9.68		0.46			(1.17	)		(0.71	)		(0.35	)		—			(0.08	)		(0.43	)		(1.14	)			8.54		(7.52	)			25,293		1.10			1.23			5.05			47
10/1/13 to 9/30/14			9.42		0.49			0.26			0.75			(0.48	)		—			(0.01	)		(0.49	)		0.26				9.68		8.11				31,452		1.10			1.23			5.09			39
10/1/12 to 9/30/13			10.10		0.50			(0.66	)		(0.16	)		(0.50	)		(0.02	)		—			(0.52	)		(0.68	)			9.42		(1.80	)			24,686		1.10			1.33			4.99			60
9/5/12(6) to 9/30/12			10.00		0.02			0.08			0.10			—			—			—			—			0.10				10.10		1.00	(4)			25,036		1.10	(3)		3.24	(3)		3.61	(3)		13	(4)
Emerging Markets
Equity Income Fund
Class A
10/1/15 to 9/30/16		$	8.30		0.16			0.84			1.00			(0.27	)		—			—			(0.27	)		0.73			$	9.03		12.42	%		$	870		1.76	%(8)(9)		2.17	%		1.95	%		74	%
10/1/14 to 9/30/15			10.54		0.20			(2.18	)		(1.98	)		(0.21	)		(0.05	)		—			(0.26	)		(2.24	)			8.30		(19.13	)			727		1.75			1.76			2.04			72
10/1/13 to 9/30/14			10.57		0.21			(0.05	)		0.16			(0.19	)		—			—			(0.19	)		(0.03	)			10.54		1.54				1,210		1.75			1.95			1.96			72
10/1/12 to 9/30/13			10.59		0.31			(0.07	)		0.24			(0.07	)		(0.19	)		—			(0.26	)		(0.02	)			10.57		2.19				830		1.75			2.90			3.00			100
9/5/12(6) to 9/30/12			10.00		(0.01	)		0.60			0.59			—			—			—			—			0.59				10.59		5.90	(4)			106		1.75	(3)		10.28	(3)		(0.78	)(3)		37	(4)
Class C
10/1/15 to 9/30/16		$	8.26		0.10			0.83			0.93			(0.21	)		—			—			(0.21	)		0.72			$	8.98		11.54	%		$	638		2.51	%(8)(9)		2.90	%		1.18	%		74	%
10/1/14 to 9/30/15			10.50		0.14			(2.19	)		(2.05	)		(0.14	)		(0.05	)		—			(0.19	)		(2.24	)			8.26		(19.78	)			638		2.50			2.52			1.42			72
10/1/13 to 9/30/14			10.54		0.15			(0.07	)		0.08			(0.12	)		—			—			(0.12	)		(0.04	)			10.50		0.80				799		2.50			2.65			1.39			72
10/1/12 to 9/30/13			10.58		0.20			(0.03	)		0.17			(0.02	)		(0.19	)		—			(0.21	)		(0.04	)			10.54		1.48				417		2.50			3.77			1.89			100
9/5/12(6) to 9/30/12			10.00		(0.01	)		0.59			0.58			—			—			—			—			0.58				10.58		5.80	(4)			106		2.50	(3)		11.03	(3)		(1.54	)(3)		37	(4)
Class I
10/1/15 to 9/30/16		$	8.31		0.16			0.86			1.02			(0.29	)		—			—			(0.29	)		0.73			$	9.04		12.69	%		$	29,608		1.51	%(8)(9)		1.88	%		1.90	%		74	%
10/1/14 to 9/30/15			10.56		0.21			(2.17	)		(1.96	)		(0.24	)		(0.05	)		—			(0.29	)		(2.25	)			8.31		(18.95	)			42,096		1.50			1.51			2.14			72
10/1/13 to 9/30/14			10.58		0.27			(0.08	)		0.19			(0.21	)		—			—			(0.21	)		(0.02	)			10.56		1.87				80,745		1.50			1.51			2.60			72
10/1/12 to 9/30/13			10.59		0.27			(0.01	)		0.26			(0.08	)		(0.19	)		—			(0.27	)		(0.01	)			10.58		2.39				8,655		1.50			2.87			2.56			100
9/5/12(6) to 9/30/12			10.00		—	(5)		0.59			0.59			—			—			—			—			0.59				10.59		5.90	(4)			5,082		1.50	(3)		10.03	(3)		(0.54	)(3)		37	(4)
Emerging Markets
Small-Cap Fund
Class A
10/1/15 to 9/30/16		$	7.85		0.18			1.41			1.59			(0.15	)		—			—			(0.15	)		1.44			$	9.29		20.66	%		$	382		1.86	%(8)(9)		3.77	%		2.18	%		34	%
10/1/14 to 9/30/15			10.32		0.16			(2.28	)		(2.12	)		(0.12	)		(0.23	)		—			(0.35	)		(2.47	)			7.85		(21.20	)			332		1.85			3.62			1.73			35
12/17/13(6) to 9/30/14			10.00		0.18			0.16			0.34			(0.02	)		—			—			(0.02	)		0.32				10.32		3.45	(4)			217		1.85	(3)		4.82	(3)		2.25	(3)		44	(4)
Class C
10/1/15 to 9/30/16		$	7.80		0.12			1.41			1.53			(0.02	)		—			—			(0.02	)		1.51			$	9.31		19.62	%		$	117		2.61	%(8)(9)		4.51	%		1.39	%		34	%
10/1/14 to 9/30/15			10.26		0.07			(2.24	)		(2.17	)		(0.06	)		(0.23	)		—			(0.29	)		(2.46	)			7.80		(21.68	)			128		2.60			4.34			0.76			35
12/17/13(6) to 9/30/14			10.00		0.12			0.16			0.28			(0.02	)		—			—			(0.02	)		0.26				10.26		2.82	(4)			159		2.60	(3)		5.59	(3)		1.54	(3)		44	(4)
Class I
10/1/15 to 9/30/16		$	7.88		0.20			1.41			1.61			(0.18	)		—			—			(0.18	)		1.43			$	9.31		20.82	%		$	4,420		1.61	%(8)(9)		3.53	%		2.44	%		34	%
10/1/14 to 9/30/15			10.34		0.18			(2.28	)		(2.10	)		(0.13	)		(0.23	)		—			(0.36	)		(2.46	)			7.88		(20.96	)			3,871		1.60			3.35			1.87			35
12/17/13(6) to 9/30/14			10.00		0.20			0.17			0.37			(0.03	)		—			—			(0.03	)		0.34				10.34		3.66	(4)			3,480		1.60	(3)		4.64	(3)		2.50	(3)		44	(4)

The footnote legend is at the end of the financial highlights.

See Notes to Financial Statements

70

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(7)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimbursements)(7)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Global Infrastructure
Fund
Class A
10/1/15 to 9/30/16		$	13.62		0.29			1.54			1.83			(0.33	)		(0.90	)		(1.23	)		0.60			$	14.22		14.79	%		$	51,148		1.34	%(8)		1.34	%		2.16	%		17	%
10/1/14 to 9/30/15			15.38		0.36			(1.60	)		(1.24	)		(0.39	)		(0.13	)		(0.52	)		(1.76	)			13.62		(8.27	)			60,744		1.22			1.22			2.38			27
10/1/13 to 9/30/14			13.94		0.71			1.40			2.11			(0.67	)		—			(0.67	)		1.44				15.38		15.21				60,673		1.29			1.29			4.69			24
10/1/12 to 9/30/13			12.88		0.35			1.05			1.40			(0.34	)		—			(0.34	)		1.06				13.94		11.05				53,354		1.28			1.28			2.62			14
10/1/11 to 9/30/12			10.97		0.31			1.95			2.26			(0.35	)		—			(0.35	)		1.91				12.88		20.80				36,347		1.32			1.32			2.59			21
Class C
10/1/15 to 9/30/16		$	13.57		0.19			1.53			1.72			(0.22	)		(0.90	)		(1.12	)		0.60			$	14.17		13.94	%		$	29,616		2.08	%(8)		2.08	%		1.42	%		17	%
10/1/14 to 9/30/15			15.33		0.25			(1.59	)		(1.34	)		(0.29	)		(0.13	)		(0.42	)		(1.76	)			13.57		(8.94	)			41,039		1.97			1.97			1.66			27
10/1/13 to 9/30/14			13.90		0.58			1.41			1.99			(0.56	)		—			(0.56	)		1.43				15.33		14.37				26,322		2.04			2.04			3.82			24
10/1/12 to 9/30/13			12.85		0.25			1.05			1.30			(0.25	)		—			(0.25	)		1.05				13.90		10.23				17,969		2.03			2.03			1.85			14
10/1/11 to 9/30/12			10.95		0.23			1.93			2.16			(0.26	)		—			(0.26	)		1.90				12.85		19.97				9,117		2.07			2.07			1.88			21
Class I
10/1/15 to 9/30/16		$	13.63		0.32			1.54			1.86			(0.36	)		(0.90	)		(1.26	)		0.60			$	14.23		15.07	%		$	41,056		1.08	%(8)		1.08	%		2.37	%		17	%
10/1/14 to 9/30/15			15.38		0.39			(1.58	)		(1.19	)		(0.43	)		(0.13	)		(0.56	)		(1.75	)			13.63		(7.98	)			50,522		0.97			0.97			2.61			27
10/1/13 to 9/30/14			13.94		0.74			1.41			2.15			(0.71	)		—			(0.71	)		1.44				15.38		15.49				55,557		1.04			1.04			4.87			24
10/1/12 to 9/30/13			12.89		0.39			1.04			1.43			(0.38	)		—			(0.38	)		1.05				13.94		11.23				70,485		1.03			1.03			2.86			14
10/1/11 to 9/30/12			10.97		0.35			1.95			2.30			(0.38	)		—			(0.38	)		1.92				12.89		21.19				48,830		1.07			1.07			2.85			21
Global Opportunities
Fund
Class A
10/1/15 to 9/30/16		$	12.32		0.05			1.35			1.40			(0.03	)		—			(0.03	)		1.37			$	13.69		11.38	%		$	105,967		1.47	%(8)		1.48	%		0.37	%		29	%
10/1/14 to 9/30/15			12.12		0.05			0.21			0.26			(0.06	)		—			(0.06	)		0.20				12.32		2.15				87,769		1.45			1.45			0.42			40
10/1/13 to 9/30/14			11.07		0.08			1.04			1.12			(0.07	)		—			(0.07	)		1.05				12.12		10.18				77,738		1.48			1.46			0.70			41
10/1/12 to 9/30/13			9.91		0.07			1.12			1.19			(0.03	)		—			(0.03	)		1.16				11.07		12.05				78,434		1.55			1.50			0.69			61
10/1/11 to 9/30/12			7.91		0.05			1.99			2.04			(0.04	)		—			(0.04	)		2.00				9.91		25.80				71,592		1.55			1.55			0.53			73
Class B
10/1/15 to 9/30/16		$	10.85		(0.05	)		1.20			1.15			—			—			—			1.15			$	12.00		10.60	%		$	259		2.22	%(8)		2.23	%		(0.41	)%		29	%
10/1/14 to 9/30/15			10.73		(0.06	)		0.20			0.14			(0.02	)		—			(0.02	)		0.12				10.85		1.33				474		2.20			2.20			(0.50	)		40
10/1/13 to 9/30/14			9.81		(0.01	)		0.93			0.92			—			—			—			0.92				10.73		9.38				652		2.23			2.21			(0.09	)		41
10/1/12 to 9/30/13			8.82		(0.01	)		1.00			0.99			—			—			—			0.99				9.81		11.22				798		2.30			2.25			(0.10	)		61
10/1/11 to 9/30/12			7.06		(0.02	)		1.78			1.76			—			—			—			1.76				8.82		24.93				1,048		2.30			2.30			(0.28	)		73
Class C
10/1/15 to 9/30/16		$	10.79		(0.04	)		1.18			1.14			—			—			—			1.14			$	11.93		10.57	%		$	23,070		2.23	%(8)		2.24	%		(0.34	)%		29	%
10/1/14 to 9/30/15			10.66		(0.01	)		0.16			0.15			(0.02	)		—			(0.02	)		0.13				10.79		1.42				14,431		2.21			2.21			(0.13	)		40
10/1/13 to 9/30/14			9.76		—	(5)		0.91			0.91			(0.01	)		—			(0.01	)		0.90				10.66		9.32				3,455		2.23			2.21			(0.04	)		41
10/1/12 to 9/30/13			8.77		—	(5)		0.99			0.99			—			—			—			0.99				9.76		11.29				2,963		2.30			2.24			(0.03	)		61
10/1/11 to 9/30/12			7.02		(0.02	)		1.77			1.75			—			—			—			1.75				8.77		24.93				1,700		2.30			2.30			(0.25	)		73

The footnote legend is at the end of the financial highlights.

See Notes to Financial Statements

71

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(7)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimbursements)(7)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Global Opportunities
Fund (Continued)
Class I
10/1/15 to 9/30/16		$	12.32		0.08			1.35			1.43			(0.06	)		—			(0.06	)		1.37			$	13.69		11.65	%		$	48,155		1.23	%(8)		1.23	%		0.64	%		29	%
10/1/14 to 9/30/15			12.11		0.08			0.21			0.29			(0.08	)		—			(0.08	)		0.21				12.32		2.37				38,104		1.20			1.20			0.67			40
10/1/13 to 9/30/14			11.07		0.11			1.05			1.16			(0.12	)		—			(0.12	)		1.04				12.11		10.49				33,917		1.23			1.21			0.97			41
10/1/12 to 9/30/13			9.91		0.10			1.12			1.22			(0.06	)		—			(0.06	)		1.16				11.07		12.36				29,540		1.30			1.30			0.94			61
8/8/12(6) to 9/30/12			9.38		—	(5)		0.53			0.53			—			—			—			0.53				9.91		5.54	(4)			23,617		1.30	(3)		1.30	(3)		0.02	(3)		73	(4)
Global Real Estate
Securities Fund
Class A
10/1/15 to 9/30/16		$	26.19		0.40			3.12			3.52			(0.33	)		(0.41	)		(0.74	)		2.78			$	28.97		13.75	%		$	68,087		1.41	%(8)(9)		1.54	%		1.45	%		22	%
10/1/14 to 9/30/15			25.18		0.66			1.08			1.74			(0.64	)		(0.09	)		(0.73	)		1.01				26.19		6.83				36,315		1.40			1.50			2.45			27
10/1/13 to 9/30/14			23.14		0.38			2.19			2.57			(0.36	)		(0.17	)		(0.53	)		2.04				25.18		11.36				21,502		1.40			1.57			1.52			29
10/1/12 to 9/30/13			22.40		0.35			1.09			1.44			(0.70	)		—			(0.70	)		0.74				23.14		6.48				15,306		1.40			1.66			1.51			18
10/1/11 to 9/30/12			17.78		0.33			4.77			5.10			(0.11	)		(0.37	)		(0.48	)		4.62				22.40		29.21				8,695		1.40			2.37			1.61			31
Class C
10/1/15 to 9/30/16		$	25.71		0.20			3.06			3.26			(0.15	)		(0.41	)		(0.56	)		2.70			$	28.41		12.89	%		$	13,560		2.16	%(8)(9)		2.29	%		0.73	%		22	%
10/1/14 to 9/30/15			24.77		0.45			1.07			1.52			(0.49	)		(0.09	)		(0.58	)		0.94				25.71		6.07				8,421		2.15			2.26			1.68			27
10/1/13 to 9/30/14			22.78		0.22			2.13			2.35			(0.19	)		(0.17	)		(0.36	)		1.99				24.77		10.51				5,850		2.15			2.32			0.92			29
10/1/12 to 9/30/13			22.14		0.18			1.08			1.26			(0.62	)		—			(0.62	)		0.64				22.78		5.70				3,545		2.15			2.41			0.80			18
10/1/11 to 9/30/12			17.65		0.17			4.72			4.89			(0.03	)		(0.37	)		(0.40	)		4.49				22.14		28.18				1,356		2.15			3.11			0.83			31
Class I
10/1/15 to 9/30/16		$	26.37		0.51			3.11			3.62			(0.39	)		(0.41	)		(0.80	)		2.82			$	29.19		14.06	%		$	114,428		1.16	%(8)(9)		1.29	%		1.79	%		22	%
10/1/14 to 9/30/15			25.33		0.73			1.10			1.83			(0.70	)		(0.09	)		(0.79	)		1.04				26.37		7.11				32,659		1.15			1.25			2.69			27
10/1/13 to 9/30/14			23.28		0.41			2.22			2.63			(0.41	)		(0.17	)		(0.58	)		2.05				25.33		11.60				26,985		1.15			1.32			1.65			29
10/1/12 to 9/30/13			22.51		0.42			1.09			1.51			(0.74	)		—			(0.74	)		0.77				23.28		6.78				25,332		1.15			1.41			1.78			18
10/1/11 to 9/30/12			17.85		0.45			4.71			5.16			(0.13	)		(0.37	)		(0.50	)		4.66				22.51		29.50				12,063		1.15			1.93			2.04			31
Greater European
Opportunities Fund
Class A
10/1/15 to 9/30/16		$	15.20		0.17			0.59			0.76			(0.10	)		—			(0.10	)		0.66			$	15.86		4.99	%		$	11,364		1.46	%(8)(9)		1.82	%		1.06	%		49	%
10/1/14 to 9/30/15			15.32		0.16			0.01			0.17			(0.10	)		(0.19	)		(0.29	)		(0.12	)			15.20		1.19				13,306		1.45			1.89			1.02			35
10/1/13 to 9/30/14			15.87		0.09			(0.22	)		(0.13	)		(0.06	)		(0.36	)		(0.42	)		(0.55	)			15.32		(0.88	)			12,703		1.45			1.91			0.54			65
10/1/12 to 9/30/13			14.20		0.13			2.09			2.22			(0.12	)		(0.43	)		(0.55	)		1.67				15.87		15.92				13,433		1.45			2.22			0.86			75
10/1/11 to 9/30/12			11.80		0.16			2.87			3.03			(0.15	)		(0.48	)		(0.63	)		2.40				14.20		26.75				6,513		1.45			2.82			1.26			49
Class C
10/1/15 to 9/30/16		$	14.95		0.04			0.59			0.63			—			—			—			0.63			$	15.58		4.21	%		$	2,292		2.23	%(8)(9)		2.58	%		0.26	%		49	%
10/1/14 to 9/30/15			15.08		0.05			0.01			0.06			—	(5)		(0.19	)		(0.19	)		(0.13	)			14.95		0.43				1,564		2.20			2.64			0.34			35
10/1/13 to 9/30/14			15.71		(0.02	)		(0.23	)		(0.25	)		(0.02	)		(0.36	)		(0.38	)		(0.63	)			15.08		(1.62	)			1,130		2.20			2.67			(0.12	)		65
10/1/12 to 9/30/13			14.10		0.03			2.07			2.10			(0.06	)		(0.43	)		(0.49	)		1.61				15.71		15.11				607		2.20			2.92			0.21			75
10/1/11 to 9/30/12			11.69		0.07			2.85			2.92			(0.03	)		(0.48	)		(0.51	)		2.41				14.10		25.73				187		2.20			3.57			0.52			49

The footnote legend is at the end of the financial highlights.

See Notes to Financial Statements

72

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(7)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimbursements)(7)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
Greater European
Opportunities Fund (Continued)
Class I
10/1/15 to 9/30/16		$	15.26		0.25			0.54			0.79			(0.14	)		—			(0.14	)		0.65			$	15.91		5.22	%		$	8,893		1.22	%(8)(9)		1.56	%		1.57	%		49	%
10/1/14 to 9/30/15			15.38		0.24			(0.02	)		0.22			(0.15	)		(0.19	)		(0.34	)		(0.12	)			15.26		1.47				5,751		1.20			1.63			1.55			35
10/1/13 to 9/30/14			15.92		0.14			(0.24	)		(0.10	)		(0.08	)		(0.36	)		(0.44	)		(0.54	)			15.38		(0.64	)			2,751		1.20			1.68			0.89			65
10/1/12 to 9/30/13			14.23		0.06			2.20			2.26			(0.14	)		(0.43	)		(0.57	)		1.69				15.92		16.19				1,918		1.20			1.96			0.39			75
10/1/11 to 9/30/12			11.83		0.17			2.90			3.07			(0.19	)		(0.48	)		(0.67	)		2.40				14.23		26.99				155		1.20			2.57			1.32			49
International Equity Fund
Class A
10/1/15 to 9/30/16		$	9.80		0.03			0.42			0.45			(0.03	)		—			(0.03	)		0.42			$	10.22		4.64	%		$	1,402		1.51	%(8)(9)		3.05	%		0.28	%		70	%
10/1/14 to 9/30/15			10.90		0.03			(1.05	)		(1.02	)		(0.08	)		—			(0.08	)		(1.10	)			9.80		(9.43	)			1,923		1.50			2.27			0.25			94
10/1/13 to 9/30/14			10.50		0.13			0.64			0.77			(0.24	)		(0.13	)		(0.37	)		0.40				10.90		7.42				3,915		1.50			2.42			1.18			115
10/1/12 to 9/30/13			10.87		0.16			1.19			1.35			(0.25	)		(1.47	)		(1.72	)		(0.37	)			10.50		13.38				170		1.50			1.95			1.41			277
10/1/11 to 9/30/12			9.79		0.21			1.36			1.57			(0.30	)		(0.19	)		(0.49	)		1.08				10.87		16.58				193		1.50			1.80			2.02			25
Class C
10/1/15 to 9/30/16		$	9.60		(0.05	)		0.42			0.37			—			—			—			0.37			$	9.97		3.85	%		$	967		2.26	%(8)(9)		3.76	%		(0.52	)%		70	%
10/1/14 to 9/30/15			10.68		(0.02	)		(1.05	)		(1.07	)		(0.01	)		—			(0.01	)		(1.08	)			9.60		(10.01	)			1,689		2.25			3.06			(0.17	)		94
10/1/13 to 9/30/14			10.37		0.04			0.62			0.66			(0.22	)		(0.13	)		(0.35	)		0.31				10.68		6.56				804		2.25			3.13			0.38			115
10/1/12 to 9/30/13			10.77		0.08			1.20			1.28			(0.21	)		(1.47	)		(1.68	)		(0.40	)			10.37		12.53				124		2.25			2.73			0.70			277
10/1/11 to 9/30/12			9.76		0.20			1.25			1.45			(0.25	)		(0.19	)		(0.44	)		1.01				10.77		15.37				115		2.25			2.51			1.94			25
Class I
10/1/15 to 9/30/16		$	9.78		0.05			0.43			0.48			(0.07	)		—			(0.07	)		0.41			$	10.19		4.89	%		$	2,650		1.26	%(8)(9)		2.76	%		0.50	%		70	%
10/1/14 to 9/30/15			10.87		0.07			(1.06	)		(0.99	)		(0.10	)		—			(0.10	)		(1.09	)			9.78		(9.14	)			4,324		1.25			2.02			0.61			94
10/1/13 to 9/30/14			10.45		0.14			0.65			0.79			(0.24	)		(0.13	)		(0.37	)		0.42				10.87		7.67				6,435		1.25			2.19			1.24			115
10/1/12 to 9/30/13			10.82		0.22			1.16			1.38			(0.28	)		(1.47	)		(1.75	)		(0.37	)			10.45		13.68				2,185		1.25			1.54			1.97			277
10/1/11 to 9/30/12			9.80		0.30			1.26			1.56			(0.35	)		(0.19	)		(0.54	)		1.02				10.82		16.47				26,398		1.25			1.50			2.94			25
International Real
Estate Securities Fund
Class A
10/1/15 to 9/30/16		$	6.63		0.11			0.58			0.69			(0.07	)		—			(0.07	)		0.62			$	7.25		10.47	%		$	8,680		1.51	%(8)(9)		1.91	%		1.60	%		26	%
10/1/14 to 9/30/15			7.03		0.28			(0.21	)		0.07			(0.47	)		—			(0.47	)		(0.40	)			6.63		0.94				12,415		1.50			1.78			4.09			27
10/1/13 to 9/30/14			6.61		0.16			0.39			0.55			(0.13	)		—			(0.13	)		0.42				7.03		8.61				11,257		1.50			1.73			2.38			32
10/1/12 to 9/30/13			6.50		0.15			0.45			0.60			(0.49	)		—			(0.49	)		0.11				6.61		9.39				10,234		1.50			1.75			2.23			22
10/1/11 to 9/30/12			5.23		0.16			1.24			1.40			(0.13	)		—			(0.13	)		1.27				6.50		27.35				3,916		1.50			1.85			2.69			41
Class C
10/1/15 to 9/30/16		$	6.59		0.07			0.57			0.64			(0.02	)		—			(0.02	)		0.62			$	7.21		9.69	%		$	2,006		2.26	%(8)(9)		2.68	%		0.97	%		26	%
10/1/14 to 9/30/15			6.97		0.23			(0.20	)		0.03			(0.41	)		—			(0.41	)		(0.38	)			6.59		0.29				2,226		2.25			2.52			3.36			27
10/1/13 to 9/30/14			6.56		0.12			0.38			0.50			(0.09	)		—			(0.09	)		0.41				6.97		7.75				2,553		2.25			2.48			1.68			32
10/1/12 to 9/30/13			6.48		0.09			0.46			0.55			(0.47	)		—			(0.47	)		0.08				6.56		8.55				1,911		2.25			2.49			1.35			22
10/1/11 to 9/30/12			5.20		0.12			1.24			1.36			(0.08	)		—			(0.08	)		1.28				6.48		26.36				1,531		2.25			2.60			2.04			41

The footnote legend is at the end of the financial highlights.

See Notes to Financial Statements

73

VIRTUS OPPORTUNITIES TRUST

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain (Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions			Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Expenses to Average Net Assets(7)			Ratio of Gross Expenses to Average     Net Assets (before waivers and reimbursements)(7)			Ratio of Net Investment Income (Loss) to Average Net Assets			Portfolio Turnover Rate
International Real
Estate Securities Fund (Continued)
Class I
10/1/15 to 9/30/16		$	6.64		0.14			0.56			0.70			(0.08	)		—			(0.08	)		0.62			$	7.26		10.72	%		$	24,348		1.26	%(8)(9)		1.68	%		1.98	%		26	%
10/1/14 to 9/30/15			7.03		0.30			(0.20	)		0.10			(0.49	)		—			(0.49	)		(0.39	)			6.64		1.31				24,999		1.25			1.52			4.36			27
10/1/13 to 9/30/14			6.61		0.18			0.39			0.57			(0.15	)		—			(0.15	)		0.42				7.03		8.87				28,738		1.25			1.48			2.64			32
10/1/12 to 9/30/13			6.49		0.15			0.47			0.62			(0.50	)		—			(0.50	)		0.12				6.61		9.66				29,999		1.25			1.49			2.35			22
10/1/11 to 9/30/12			5.23		0.17			1.25			1.42			(0.16	)		—			(0.16	)		1.26				6.49		27.74				28,095		1.25			1.59			2.92			41
International
Small-Cap Fund
Class A
10/1/15 to 9/30/16		$	10.85		0.21			2.38			2.59			(0.20	)		(0.23	)		(0.43	)		2.16			$	13.01		24.58	%		$	1,985		1.61	%(8)(9)		1.87	%		1.80	%		40	%
10/1/14 to 9/30/15			13.70		0.17			(1.83	)		(1.66	)		(0.23	)		(0.96	)		(1.19	)		(2.85	)			10.85		(12.58	)			1,916		1.60			1.74			1.41			64
10/1/13 to 9/30/14			13.20		0.47			0.41			0.88			(0.25	)		(0.13	)		(0.38	)		0.50				13.70		6.65				2,477		1.60			1.73			3.31			44
10/1/12 to 9/30/13			10.09		0.30			2.91			3.21			(0.09	)		(0.01	)		(0.10	)		3.11				13.20		31.97				403		1.60			2.51			2.52			26
9/5/12(6) to 9/30/12			10.00		0.02			0.07			0.09			—			—			—			0.09				10.09		0.90	(4)			101		1.60	(3)		16.64	(3)		3.65	(3)		0	(4)
Class C
10/1/15 to 9/30/16		$	10.72		0.12			2.37			2.49			(0.06	)		(0.23	)		(0.29	)		2.20			$	12.92		23.76	%		$	1,465		2.36	%(8)(9)		2.63	%		1.02	%		40	%
10/1/14 to 9/30/15			13.63		0.08			(1.82	)		(1.74	)		(0.21	)		(0.96	)		(1.17	)		(2.91	)			10.72		(13.28	)			1,464		2.35			2.49			0.65			64
10/1/13 to 9/30/14			13.16		0.24			0.54			0.78			(0.18	)		(0.13	)		(0.31	)		0.47				13.63		5.89				1,194		2.35			2.49			1.73			44
10/1/12 to 9/30/13			10.09		0.19			2.93			3.12			(0.04	)		(0.01	)		(0.05	)		3.07				13.16		30.92				374		2.35			3.34			1.62			26
9/5/12(6) to 9/30/12			10.00		0.02			0.07			0.09			—			—			—			0.09				10.09		0.90	(4)			107		2.35	(3)		17.43	(3)		2.86	(3)		0	(4)
Class I
10/1/15 to 9/30/16		$	10.89		0.23			2.40			2.63			(0.25	)		(0.23	)		(0.48	)		2.15			$	13.04		24.94	%		$	40,424		1.36	%(8)(9)		1.62	%		1.95	%		40	%
10/1/14 to 9/30/15			13.74		0.21			(1.85	)		(1.64	)		(0.25	)		(0.96	)		(1.21	)		(2.85	)			10.89		(12.43	)			40,512		1.35			1.49			1.70			64
10/1/13 to 9/30/14			13.21		0.36			0.57			0.93			(0.27	)		(0.13	)		(0.40	)		0.53				13.74		7.04				46,599		1.35			1.49			2.57			44
10/1/12 to 9/30/13			10.10		0.34			2.89			3.23			(0.11	)		(0.01	)		(0.12	)		3.11				13.21		32.13				18,123		1.35			2.23			2.82			26
9/5/12(6) to 9/30/12			10.00		0.03			0.07			0.10			—			—			—			0.10				10.10		1.00	(4)			2,834		1.35	(3)		16.39	(3)		3.89	(3)		0	(4)
Class R6
10/1/15 to 9/30/16		$	10.89		0.25			2.39			2.64			(0.27	)		(0.23	)		(0.50	)		2.14			$	13.03		25.06	%		$	112		1.27	%(8)(9)		1.52	%		2.19	%		40	%
11/12/14(6) to 9/30/15			13.43		0.22			(1.55	)		(1.33	)		(0.25	)		(0.96	)		(1.21	)		(2.54	)			10.89		(10.41	)(4)			90		1.27	(3)		1.41	(3)		2.02	(3)		64	(4)
International Wealth
Masters Fund
Class A
10/1/15 to 9/30/16		$	9.52		0.08			0.88			0.96			(0.12	)		(0.15	)		(0.27	)		0.69			$	10.21		10.29	%		$	232		1.56	%(8)(9)		3.28	%		0.81	%		34	%
11/17/14(6) to 9/30/15			10.00		0.08			(0.56	)		(0.48	)		—			—			—			(0.48	)			9.52		(4.80	)(4)			126		1.55	(3)		3.84	(3)		0.91	(3)		32	(4)
Class C
10/1/15 to 9/30/16		$	9.46		—	(5)		0.87			0.87			(0.05	)		(0.15	)		(0.20	)		0.67			$	10.13		9.39	%		$	115		2.31	%(8)(9)		4.27	%		0.00	%		34	%
11/17/14(6) to 9/30/15			10.00		0.01			(0.55	)		(0.54	)		—			—			—			(0.54	)			9.46		(5.40	)(4)			114		2.30	(3)		4.59	(3)		0.14	(3)		32	(4)
Class I
10/1/15 to 9/30/16		$	9.54		0.10			0.89			0.99			(0.14	)		(0.15	)		(0.29	)		0.70			$	10.24		10.62	%		$	5,089		1.31	%(8)(9)		3.25	%		1.01	%		34	%
11/17/14(6) to 9/30/15			10.00		0.11			(0.57	)		(0.46	)		—			—			—			(0.46	)			9.54		(4.60	)(4)			4,602		1.30	(3)		3.56	(3)		1.19	(3)		32	(4)

The footnote legend is at the end of the financial highlights.

See Notes to Financial Statements

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FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Footnote Legend

⁽¹⁾  Sales charges, where applicable, are not reflected in the total return calculation.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Annualized.

⁽⁴⁾  Not annualized.

⁽⁵⁾  Amount is less than $0.005.

⁽⁶⁾  Inception date.

⁽⁷⁾  The Funds will also indirectly bear their prorated share of expenses of the underlying funds in which they invest. Such expenses are not included in the calculation of this ratio.

⁽⁸⁾  Earnings credits from custodian were not material, as reflected in the Statements of Operations, and had no impact on Financial Highlights.

⁽⁹⁾  Net expense ratios include extraordinary proxy expenses.

See Notes to Financial Statements

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SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (the “1940 Act”), as an open-end management investment company.

As of the date of this report, 31 funds of the Trust are offered for sale, of which 11 (each a “Fund”) are reported in this annual report.

Each Fund has a distinct investment objective and is diversified.

The Funds’ investment objectives are outlined in each Fund’s summary page.

All of the Funds offer Class A shares, Class C shares, and Class I shares. Class B shares are no longer available for purchase by new or existing shareholders, except by existing shareholders through Qualifying Transactions. The International Small-Cap Fund also offers Class R6 shares. For information regarding Qualifying Transactions, refer to each Fund’s prospectus.

Class A shares of the Emerging Markets Debt Fund are sold with a front-end sales charge of up to 3.75%. Class A shares of the remaining Funds are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Funds when redeemed; however, a 0.50% – 1% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which the CDSC applies for the Funds is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class B shares were generally sold with a CDSC, which declines from 5% to zero depending on the period of time the shares are held. Class C shares are generally sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class I shares and Class R6 shares are sold without a front-end sales charge or CDSC. Class R6 shares are only available to participants in employer-sponsored retirement plans, such as 401(k) plans, profit-sharing plans, defined benefit plans and other employer-directed plans. Class R6 shares do not carry sales commissions or pay Rule 12b-1 fees. No compensation, administrative payments, sub-transfer agency payments or service payments are paid to brokers or other entities from fund assets or the Distributor’s or an affiliate’s resources on sales of or investments in Class R6 Shares.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the Funds. These fees are reflected as “Low Balance Account Fees” in each Fund’s Statements of Operations for the period, as applicable.

Each Class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each Class bears different distribution and/or service fees under a Board-approved Rule 12b-1 and/or shareholder service plan (“12b-1 Plan”) and has exclusive voting rights with respect to such plans. Class I shares and Class R6 shares are not subject to a 12b-1 Plan. Income and other expenses as well as realized and unrealized gains and losses of each Fund are borne pro rata by the holders of each Class of shares.

Note 2. Significant Accounting Policies

The significant accounting policies consistently followed by the Trust in the preparation of its financial statements are summarized below and for derivatives, included in Note 3 below. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates and those differences could be significant.

A. Security Valuation

Security valuation procedures for each Fund, which include nightly price variance, as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board”, or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

Each Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Funds’ policy is to recognize transfers between levels at the end of the reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

A description of the valuation techniques applied to a Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that a Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time)

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SEPTEMBER 30, 2016

that may impact the value of securities traded in these non-U.S. markets. In such cases the Funds fair value non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, ETFs, and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make markets in such securities. For most bond types, the pricing service utilizes matrix pricing that considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer-supplied prices. These valuations are generally categorized as Level 2 in the hierarchy. Structured debt instruments, such as mortgage-backed and asset-backed securities, may also incorporate collateral analysis and utilize cash flow models for valuation and are generally categorized as Level 2 in the hierarchy. Pricing services do not provide pricing for all securities and therefore indicative bids from dealers are utilized which are based on pricing models used by market makers in the security and are generally categorized as Level 2 in the hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Listed derivatives, such as treasury futures, that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value a Fund’s net assets by each major security type is disclosed at the end of the Schedule of Investments for each Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from sales of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as a Fund is notified. Interest income is recorded on the accrual basis. Each Fund amortizes premiums and accretes discounts using the effective interest method. Any distributions from underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds.

Dividend income from REIT investments is recorded using management’s estimate of the income included in distributions received from the REIT investments. Distributions received in excess of this estimated amount are recorded as a reduction of the cost of investments or reclassified to capital gains. The actual amounts of income, return of capital, and capital gains are only determined by each domestic REIT after its fiscal year-end, and may differ from the estimated amounts.

C. Income Taxes

Each Fund is treated as a separate taxable entity. It is the intention of each Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

Certain Funds may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. Each Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Funds has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

D. Distributions to Shareholders

Distributions are recorded by each Fund on the ex-dividend date. Emerging Markets Debt Fund income distributions are declared and recorded daily and distributed monthly. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by a Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

In addition to the net annual operating expenses that a Fund bears directly, the shareholders of a Fund indirectly bear the pro rata expenses of any underlying mutual funds in which the Fund invests.

F. Foreign Currency Translation

Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between

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SEPTEMBER 30, 2016

the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Funds do not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

G. Loan Agreements

Certain Funds may invest in direct debt instruments which are interests in amounts owed by a corporate, governmental, or other borrower to lenders or lending syndicates. Loan agreements are generally non-investment grade and often involve borrowers that are highly leveraged. The Funds may invest in obligations of borrowers who are in bankruptcy proceedings. Loan agreements are typically senior in the corporate capital structure of the borrower. A loan is often administered by a bank or other financial institution (the “lender”) that acts as agent for all holders. The agent administers the terms of the loan, as specified in the loan agreement. A Fund’s investments in loans may be in the form of participations in loans or assignments of all or a portion of loans from third parties. When investing in loan participations, a Fund has the right to receive payments of principal, interest and any fees to which it is entitled only from the lender selling the loan participation and only upon receipt by the lender of payments from the borrower. A Fund generally has no right to enforce compliance with the terms of the loan agreement with the borrower. As a result, a Fund may be subject to the credit risk of both the borrower and the lender that is selling the loan agreement. When a Fund purchases assignments from lenders it acquires direct rights against the borrower on the loan.

A Fund may invest in multiple series or tranches of a loan, which may have varying terms and carry different associated risks. Loan agreements may involve foreign borrowers and investments may be denominated in foreign currencies. Direct indebtedness of emerging countries involves a risk that the government entities responsible for the repayment of the debt may be unable, or unwilling, to pay the principal and interest when due.

The loan agreements have floating rate loan interests which generally pay interest at rates that are periodically determined by reference to a base lending rate plus a premium. The base lending rates are generally LIBOR (London Interbank Offered Rate), the prime rate offered by one or more U.S. banks or the certificate of deposit rate. When a loan agreement is purchased a Fund may pay an assignment fee. On an ongoing basis, a Fund may receive a commitment fee based on the undrawn portion of the underlying line of credit portion of a loan agreement. Prepayment penalty fees are received upon the prepayment of a loan agreement by a borrower. Prepayment penalty, facility, commitment, consent and amendment fees are recorded to income as earned or paid.

At September 30, 2016, the Funds only hold assignment loans.

H. Securities Lending

Certain Funds may loan securities to qualified brokers through an agreement with Brown Brothers Harriman (“BBH”), as a third party lending agent. Under the terms of the agreement, when doing so the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government or its agencies. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the broker are recorded as income by a Fund net of fees and rebates charged by BBH for its services as securities lending agent and in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the declining value of the collateral.

At September 30, 2016, the Greater European Opportunities Fund, International Small-Cap Fund and International Wealth Masters Fund had securities on loan with market values of $14, $128 and $82, and cash collateral of $15, $134 and $86, respectively ($ reported in thousands).

I. Earnings Credit and Interest

Through arrangements with each Fund’s custodian, each Fund either receives an earnings credit or interest on agreed upon target un-invested cash balances to reduce each Fund’s custody expenses. The credits are reflected as “Earnings credit from Custodian” and the interest is reflected under “Interest income” in each Fund’s Statements of Operations for the period, as applicable.

Note 3. Derivative Financial Instruments and Transactions

($ reported in thousands)

Disclosures about derivative instruments and hedging activities are intended to enable investors to understand how and why a Fund uses derivatives, how derivatives are accounted for, and how derivative instruments affect a Fund’s results of operations and financial position. Summarized below are such disclosures and accounting policies for each specific type of derivative instrument used by certain Funds.

Forward Currency Contracts: A forward currency contract involves an obligation to purchase or sell a specific currency at a future date, which may be any number of days from the date of the contract agreed upon by the parties, at a price set at the time of the contract. These contracts are traded directly between currency traders and their customers. The contract is marked-to-market daily and the change in market value is recorded by the Funds as an unrealized gain or loss in the Statements of Operations. When the contract is closed or offset with the same counterparty, on settlement date, the Funds record a realized gain or loss equal to the change in the value of the contract when it was opened and the value at the time it was closed or offset. This is presented in the Statements of Operations as net realized gain (loss) from foreign currency transactions.

Funds enter into forward currency contracts in conjunction with the planned purchase or sale of foreign denominated securities in order to hedge the U.S. dollar cost or proceeds. The Funds also, from time to time, hedge the currency exposure of foreign denominated securities, held in the portfolio, back to U.S. dollars during perceived times of U.S. dollar strength. This is done in order to protect the U.S. dollar value of the portfolio. Forward currency contracts involve, to varying degrees, elements of market risk in excess of the amount recognized in the Statement of Assets and Liabilities. Risks arise from the possible movements in foreign exchange rates or if the counterparty does not perform under the contract.

The International Equity Fund invested in derivative instruments during the reporting period in the form of forward currency contracts. The primary type of risk associated with forward currency contracts is the risk associated with the conversion of foreign currency to U.S. dollars. The Fund may invest in forward currency contracts in an attempt to manage such risk and protect the U.S. dollar value of the portfolio.

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SEPTEMBER 30, 2016

These forward currency contracts were executed under the ISDA 2002 Master Agreement without any Schedule thereto and without the requirement of posting any collateral to the counterparty.

For the period ended September 30, 2016, the International Equity Fund had less than $500 (not in thousands) in realized gain (loss) on foreign currency exchange contracts recognized in the Statement of Operations.

The Emerging Markets Small-Cap Fund sold warrants during the reporting period. The primary type of risk associated with warrants is equity risk. The outstanding warrants during the year were approximately consistent with the warrants at year-end. At September 30, 2016, there were no warrants outstanding.

The effect of warrants on the Statement of Operations for the period ended September 30, 2016, was as follows:

	Location of Gain (Loss) on Warrants Recognized in Income	Realized Gain (Loss) on Warrants Recognized in Income		Change in Unrealized Appreciation (Depreciation) on Derivatives Recognized in Income
Warrants	Net realized gain (loss) on investments and net change in unrealized appreciation (depreciation) on investments	$	6	$	(16	)

Note 4. Investment Advisory Fees and Related Party Transactions

($ reported in thousands except as noted)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect wholly owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Funds’ investment programs and general operations of the Funds, including oversight of the Funds’ subadvisers.

As compensation for its services to the Funds, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of each Fund:

	First $1 Billion			$1+ Billion
Emerging Markets Debt Fund		0.75	%		0.70	%
Emerging Markets Equity Income Fund		1.05			1.00
Emerging Markets Small-Cap Fund		1.20			1.15
Greater European Opportunities Fund		0.85			0.80
International Small-Cap Fund		1.00			0.95
International Wealth Masters Fund		0.90			0.85
	First $1 Billion			$1+ Billion through $2 Billion			$2+ Billion
Global Infrastructure Fund		0.65	%		0.60	%		0.55	%
Global Opportunities Fund		0.85			0.80			0.75
Global Real Estate Securities Fund		0.85			0.80			0.75
International Real Estate Securities Fund		1.00			0.95			0.90
	First $2 Billion			$2+ Billion through $4 Billion			$4+ Billion
International Equity Fund		0.85	%		0.80	%		0.75	%

During the period covered by these financial statements, the Emerging Markets Debt Fund invested a portion of its assets in Virtus Credit Opportunities Fund, an affiliated mutual fund. In order to avoid any duplication of advisory fees, the Adviser has voluntarily waived its advisory fees in an amount equal to that which would otherwise be paid by the Fund on the assets invested in the Credit Opportunities Fund. For the period covered by these financial statements, the waiver amounted to $1. This waiver is in addition to the expense limitation and/or fee waiver covered elsewhere in these financial statements and is included in the Statement of Operations in “expenses reimbursed and/or waived by the investment adviser”.

B. Subadvisers

The subadvisers manage the investments of each Fund for which they are paid a fee by the Adviser. The subadvisers and the Funds they serve are as follows:

Fund	Subadviser	Fund	Subadviser
Emerging Markets Debt Fund	NF(1)	Greater European Opportunities Fund	Vontobel(5)
Emerging Markets Equity Income fund	KBI(2)	International Equity Fund	DPIM(4)(7)
Emerging Markets Small-Cap Fund	KAR(3)	International Real Estate Securities Fund	DPIM(4)
Global Infrastructure Fund	DPIM(4)	International Small-Cap Fund	KAR(3)
Global Opportunities Fund	Vontobel(5)	International Wealth Masters Fund	Horizon(6)
Global Real Estate Securities Fund	DPIM(4)

⁽¹⁾  Newfleet Asset Management, LLC, an indirect wholly owned subsidiary of Virtus.

⁽²⁾ KBI Global Investors (North America) Ltd.

⁽³⁾  Kayne Anderson Rudnick Investment Management, LLC, an indirect wholly owned subsidiary of Virtus.

⁽⁴⁾ Duff & Phelps Investment Management Co., an indirect wholly owned subsidiary of Virtus.

⁽⁵⁾ Vontobel Asset Management, Inc.

⁽⁶⁾  Horizon Asset Management, LLC

⁽⁷⁾  Prior to September 7, 2016, Euclid Advisors LLC, an indirect wholly owned subsidiary of Virtus, was the subadviser to this Fund. (The portfolio manager did not change.)

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SEPTEMBER 30, 2016

C. Expense Limits and Fee Waivers

The Adviser has contractually agreed to limit the following Fund’s total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, extraordinary expenses, and acquired fund fees and expenses), so that such expenses do not exceed the following percentages of the Fund’s average daily net asset values as listed below.

	Class A			Class B			Class C			Class I			Class R6			Through Date
Emerging Markets Debt Fund		1.35	%		—	%		2.10	%		1.10	%		—	%		1/31/17
Emerging Markets Equity Income Fund		1.75			—			2.50			1.50			—			1/31/17
Emerging Markets Small-Cap Fund		1.85			—			2.60			1.60			—			1/31/17
Global Opportunities Fund		1.55			2.30			2.30			1.30			—			1/31/17
Global Real Estate Securities Fund		1.40			—			2.15			1.15			—			1/31/17
Greater European Opportunities Fund		1.45			—			2.20			1.20			—			1/31/17
International Equity Fund		1.50			—			2.25			1.25			—			1/31/17
International Real Estate Securities Fund		1.50			—			2.25			1.25			—			1/31/17
International Small-Cap Fund		1.60			—			2.35			1.35			1.26			1/31/17
International Wealth Masters Fund		1.55			—			2.30			1.30			—			1/31/17

D. Expense Recapture

For certain Funds, the Adviser may recapture operating expenses waived or reimbursed under these arrangements, within three years after the date on which such waiver or reimbursement occurred. A Fund must pay its ordinary operating expenses before the Adviser is entitled to any reimbursement and must remain in compliance with any applicable expense limitations or, if none, the expense limitation in effect at the time of the waiver or reimbursement. All or a portion of the following Adviser reimbursed expenses may be recaptured as follows:

	Fiscal Year Ended
	2017		2018		2019		Total
Emerging Markets Debt Fund	$	40	$	38	$	50	$	128
Emerging Markets Equity Income Fund		13		6		124	$	143
Emerging Markets Small-Cap Fund		80		79		87	$	246
Global Real Estate Securities Fund		79		79		164	$	322
Greater European Opportunities Fund		80		84		92	$	256
International Equity Fund		74		71		96	$	241
International Real Estate Securities Fund		100		114		152	$	366
International Small-Cap Fund		60		67		108	$	235
International Wealth Masters Fund		—		101		98	$	199

E. Distributor

VP Distributors, LLC (“VP Distributors”), an indirect wholly owned subsidiary of Virtus, serves as the distributor of each Fund’s shares. VP Distributors has advised the Funds that for the fiscal year (the “period”) ended September 30, 2016, it retained net commissions of $32 for Class A shares and deferred sales charges of $1, $—*, and $14 for Class A shares, Class B shares, and Class C shares, respectively.

* Amount is less than $500.

In addition, each Fund pays VP Distributors distribution and/or service fees under a 12b-1 Plan as a percentage of the average daily net assets of each respective class at the annual rates as follows: Class A shares 0.25%; Class B shares 1.00%; Class C shares 1.00%; Class I shares and Class R6 shares are not subject to a 12b-1 Plan.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

F. Administrator and Transfer Agent

Virtus Fund Services, LLC, an indirect wholly owned subsidiary of Virtus, serves as the administrator and transfer agent to the Funds.

For the period ended September 30, 2016, the Funds incurred administration fees totaling $591 which are included in the Statements of Operations.

For the period ended September 30, 2016, the Funds incurred transfer agent fees totaling $912 which are included in the Statements of Operations. A portion of these fees was paid to outside entities that also provide services to the Trust.

G. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates held shares of certain Funds, which may be redeemed at any time, that aggregated the following:

	Shares		Aggregate Net Asset Value
Emerging Markets Debt Fund
Class A		12,037	$	114
Class C		11,683		110
Class I		3,015,728		28,499

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	Shares		Aggregate Net Asset Value
Emerging Markets Equity Income Fund
Class A		11,064	$	100
Class C		10,784		97
Class I		256,887		2,322
Emerging Markets Small-Cap Fund
Class A		10,589		98
Class C		10,346		96
Class I		297,751		2,772
Global Infrastructure Fund
Class I		684,076		9,734
Global Real Estate Securities Fund
Class I		176,175		5,143
International Equity Fund
Class A		9,905		101
Class C		9,922		99
Class I		80,097		816
International Real Estate Securities Fund
Class A		314,922		2,283
Class I		766,372		5,564
International Small-Cap Fund
Class R6		8,599		112
International Wealth Masters Fund
Class A		10,283		105
Class C		10,215		103
Class I		494,692		5,065

H. Investments in Affiliates

A summary of the Emerging Markets Debt Fund’s total long-term and short-term purchases and sales of affiliated underlying funds during the period ended September 30, 2016, is as follows:

	Value, beginning of period		Purchases		Sales Proceeds		Value, end of period		Dividend Income		Distributions of Realized Gains
Virtus Credit Opportunities Fund	$	143	$	2	$	144	$	—	$	4	$	—

I. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 5. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities (excluding U.S. Government and agency securities, forward currency contracts, futures and short-term securities) during the period ended September 30, 2016, were as follows:

	Purchases		Sales
Emerging Markets Debt Fund	$	13,587	$	13,159
Emerging Markets Equity Income Fund		24,618		40,504
Emerging Markets Small-Cap Fund		1,467		1,651
Global Infrastructure Fund		21,472		64,420
Global Opportunities Fund		71,131		45,998
Global Real Estate Securities Fund		130,367		27,988
Greater European Opportunities Fund		12,714		12,067
International Equity Fund		4,183		7,279
International Real Estate Securities Fund		9,440		17,521
International Small-Cap Fund		15,932		23,904
International Wealth Masters Fund		1,820		1,708

There were no purchases or sales of long-term U.S. Government and agency securities for the Funds during the period ended September 30, 2016.

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SEPTEMBER 30, 2016

Note 6. Capital Share Transactions

(reported in thousands)

Transactions in shares of capital stock, during the periods ended as indicated below, were as follows:

	Emerging Markets Debt Fund												Emerging Markets Equity Income Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		32		$	284			24		$	221			68		$	545			29		$	291
Reinvestment of distributions		3			30			4			34			3			25			3			27
Shares repurchased		(29	)		(247	)		(45	)		(414	)		(62	)		(517	)		(59	)		(589	)
Net Increase / (Decrease)		6		$	67			(17	)	$	(159	)		9		$	53			(27	)	$	(271	)
Class C
Sale of shares		9		$	73			44		$	408			9		$	73			26		$	248
Reinvestment of distributions		2			15			3			26			2			15			1			15
Shares repurchased		(37	)		(317	)		(62	)		(571	)		(17	)		(143	)		(26	)		(253	)
Net Increase / (Decrease)		(26	)	$	(229	)		(15	)	$	(137	)		(6	)	$	(55	)		1		$	10
Class I
Sale of shares		25		$	214			144		$	1,329			846		$	7,254			1,722		$	16,430
Reinvestment of distributions		139			1,237			143			1,307			21			169			34			343
Shares repurchased		(36	)		(306	)		(574	)		(5,295	)		(2,659	)		(21,778	)		(4,333	)		(41,211	)
Net Increase / (Decrease)		128		$	1,145			(287	)	$	(2,659	)		(1,792	)	$	(14,355	)		(2,577	)	$	(24,438	)
	Emerging Markets Small-Cap Fund												Global Infrastructure Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		9		$	76			25		$	240			578		$	7,838			2,224		$	33,956
Reinvestment of distributions		1			6			1			8			361			4,488			153			2,277
Shares repurchased		(11	)		(88	)		(5	)		(38	)		(1,802	)		(24,238	)		(1,863	)		(27,573	)
Net Increase / (Decrease)		(1	)	$	(6	)		21		$	210			(863	)	$	(11,912	)		514		$	8,660
Class C
Sale of shares		2		$	14			—	(1)	$	4			221		$	2,931			2,414		$	36,729
Reinvestment of distributions		—	(1)		—	(2)		1			4			201			2,471			62			917
Shares repurchased		(6	)		(45	)		—			—			(1,356	)		(17,965	)		(1,168	)		(17,261	)
Net Increase / (Decrease)		(4	)	$	(31	)		1		$	8			(934	)	$	(12,563	)		1,308		$	20,385
Class I
Sale of shares		112		$	878			274		$	2,666			1,348		$	18,253			1,858		$	28,316
Reinvestment of distributions		10			78			17			161			253			3,158			135			2,016
Shares repurchased		(139	)		(1,091	)		(136	)		(1,257	)		(2,424	)		(32,314	)		(1,897	)		(28,258	)
Net Increase / (Decrease)		(17	)	$	(135	)		155		$	1,570			(823	)	$	(10,903	)		96		$	2,074

⁽¹⁾  Amount is less than 500.

⁽²⁾  Amount is less than $500.

82

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	Global Opportunities Fund												Global Real Estate Securities Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		2,313		$	30,155			2,304		$	28,851			1,668		$	46,534			1,115		$	30,347
Reinvestment of distributions		16			202			34			423			44			1,163			25			689
Shares repurchased		(1,718	)		(22,328	)		(1,625	)		(20,664	)		(749	)		(20,318	)		(608	)		(16,436	)
Net Increase / (Decrease)		611		$	8,029			713		$	8,610			963		$	27,379			532		$	14,600
Class B
Sale of shares		—		$	—			—		$	—			—		$	—			—		$	—
Reinvestment of distributions		—			—			—	(1)		1			—			—			—			—
Shares repurchased		(22	)		(254	)		(17	)		(192	)		—			—			—			—
Net Increase / (Decrease)		(22	)	$	(254	)		(17	)	$	(191	)		—		$	—			—		$	—
Class C
Sale of shares		1,158		$	13,134			1,293		$	14,518			236		$	6,500			188		$	5,085
Reinvestment of distributions		—			—			1			6			7			190			5			134
Shares repurchased		(562	)		(6,368	)		(280	)		(3,149	)		(93	)		(2,565	)		(102	)		(2,710	)
Net Increase / (Decrease)		596		$	6,766			1,014		$	11,375			150		$	4,125			91		$	2,509
Class I
Sale of shares		1,467		$	19,059			650		$	8,210			3,406		$	95,560			734		$	20,228
Reinvestment of distributions		6			71			3			43			47			1,232			33			912
Shares repurchased		(1,050	)		(13,762	)		(361	)		(4,581	)		(771	)		(21,752	)		(594	)		(16,107	)
Net Increase / (Decrease)		423		$	5,368			292		$	3,672			2,682		$	75,040			173		$	5,033

	Greater European Opportunities Fund												International Equity Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		356		$	5,574			420		$	6,463			23		$	229			287		$	3,013
Reinvestment of distributions		6			86			16			236			1			6			3			30
Shares repurchased		(520	)		(8,182	)		(390	)		(5,967	)		(83	)		(819	)		(453	)		(4,695	)
Net Increase / (Decrease)		(158	)	$	(2,522	)		46		$	732			(59	)	$	(584	)		(163	)	$	(1,652	)
Class C
Sale of shares		87		$	1,345			64		$	995			28		$	270			122		$	1,322
Reinvestment of distributions		—			—			1			13			—			—			—	(1)		1
Shares repurchased		(45	)		(688	)		(35	)		(536	)		(107	)		(1,030	)		(21	)		(227	)
Net Increase / (Decrease)		42		$	657			30		$	472			(79	)	$	(760	)		101		$	1,096
Class I
Sale of shares		892		$	14,069			415		$	6,216			59		$	567			178		$	1,967
Reinvestment of distributions		6			94			3			46			3			26			5			53
Shares repurchased		(716	)		(11,424	)		(220	)		(3,420	)		(244	)		(2,397	)		(333	)		(3,549	)
Net Increase / (Decrease)		182		$	2,739			198		$	2,842			(182	)	$	(1,804	)		(150	)	$	(1,529	)

⁽¹⁾  Amount is less than 500.

83

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	International Real Estate Securities Fund												International Small-Cap Fund
	Year Ended September 30, 2016						Year Ended September 30, 2015						Year Ended September 30, 2016						Year Ended September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		626		$	4,261			522		$	3,606			49		$	578			105		$	1,306
Reinvestment of distributions		20			133			116			773			6			67			14			161
Shares repurchased		(1,322	)		(8,902	)		(367	)		(2,507	)		(79	)		(925	)		(123	)		(1,574	)
Net Increase / (Decrease)		(676	)	$	(4,508	)		271		$	1,872			(24	)	$	(280	)		(4	)	$	(107	)
Class C
Sale of shares		31		$	214			140		$	982			37		$	410			71		$	884
Reinvestment of distributions		1			5			17			114			3			35			9			100
Shares repurchased		(92	)		(616	)		(185	)		(1,278	)		(63	)		(709	)		(31	)		(372	)
Net Increase / (Decrease)		(60	)	$	(397	)		(28	)	$	(182	)		(23	)	$	(264	)		49		$	612
Class I
Sale of shares		1,496		$	10,464			1,960		$	13,578			700		$	8,053			2,141		$	26,540
Reinvestment of distributions		46			299			270			1,808			140			1,563			317			3,641
Shares repurchased		(1,955	)		(13,320	)		(2,548	)		(17,494	)		(1,462	)		(16,224	)		(2,129	)		(25,756	)
Net Increase / (Decrease)		(413	)	$	(2,557	)		(318	)	$	(2,108	)		(622	)	$	(6,608	)		329		$	4,425
Class R6
Sale of shares		—		$	—			—		$	—			—		$	—			7		$	100
Reinvestment of distributions		—			—			—			—			—	(1)		4			1			9
Shares repurchased		—			—			—			—			—			—			—	(1)		—	(2)
Net Increase / (Decrease)		—		$	—			—		$	—			—	(1)	$	4			8		$	109
	International Wealth Masters Fund
	Year Ended September 30, 2016						From Inception November 17, 2014 to September 30, 2015
	SHARES			AMOUNT			SHARES			AMOUNT
Class A
Sale of shares		14		$	137			14		$	142
Reinvestment of distributions		—	(1)		3			—			—
Shares repurchased		(5	)		(45	)		(1	)		(7	)
Net Increase / (Decrease)		9		$	95			13		$	135
Class C
Sale of shares		—	(1)	$	2			15		$	149
Reinvestment of distributions		—	(1)		2			—			—
Shares repurchased		(1	)		(11	)		(3	)		(25	)
Net Increase / (Decrease)		(1	)	$	(7	)		12		$	124
Class I
Sale of shares		—		$	1			482		$	4,826
Reinvestment of distributions		15			139			—			—
Shares repurchased		—			—			—	(1)		(1	)
Net Increase / (Decrease)		15		$	140			482		$	4,825

⁽¹⁾  Amount is less than 500.

⁽²⁾  Amount is less than $500.

Note 7. 10% Shareholders

As of September 30, 2016, certain Funds had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of each such Fund as detailed below:

	% of Shares Outstanding			Number of Accounts
Emerging Markets Debt Fund		94	%		1	*
Emerging Markets Small-Cap Fund		89			2	*
Global Infrastructure Fund#		11			1

84

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

	% of Shares Outstanding			Number of Accounts
Global Opportunities Fund		16	%		1
Global Real Estate Securities Fund#		39			3
Greater European Opportunities Fund		42			3
International Equity Fund		42			3	*
International Real Estate Securities Fund#		44			3	*
International Small-Cap Fund		81			1
International Wealth Masters Fund		93			1	*

* Includes affiliated shareholder accounts.

^#  The Fund is owned by Virtus Alternatives Diversifier Fund. Virtus Alternatives Diversifier Fund does not invest in the underlying Funds for the purpose of exercising management or control; however, investments made may represent a significant portion of an underlying Fund’s net assets. At September 30, 2016, Virtus Alternatives Diversifier Fund was the owner of record of approximately 16% of the International Real Estate Securities Fund, 8% of the Global Infrastructure Fund, and 3% of the Global Real Estate Securities Fund.

Note 8. Credit Risk and Asset Concentration

In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as a Fund’s ability to repatriate such amounts.

High-yield/high-risk securities typically entail greater price volatility and/or principal and interest rate risk. There is a greater chance that an issuer will not be able to make principal and interest payments on time. Analysis of the creditworthiness of issuers of high-yield/high-risk securities may be complex, and as a result, it may be more difficult for the Adviser and/or subadviser to accurately predict risk.

Certain Funds may invest a high percentage of their assets in specific sectors of the market in the pursuit of their investment objectives. Fluctuations in these sectors of concentration may have a greater impact on a Fund, positive or negative, than if a Fund did not concentrate its investments in such sectors.

At September 30, 2016, the following Funds held securities issued by various companies in specific sectors as detailed below:

Fund	Sector	Percentage of Total Investments
Emerging Markets Equity Income Fund	Financials		31	%
Emerging Markets Small-Cap Fund	Industrials		27	%
Global Infrastructure Fund	Utilities		37	%
Global Infrastructure Fund	Energy		26	%
Global Opportunities Fund	Consumer Staples		30	%
Greater European Opportunities Fund	Consumer Staples		42	%
International Real Estate Securities Fund	Real Estate Operating Companies		35	%
International Real Estate Securities Fund	Retail REITs		25	%
International Real Estate Securities Fund	Diversified REITs		25	%
International Small-Cap Fund	Information Technology		26	%
International Wealth Masters Fund	Consumer Discretionary		29	%

Note 9. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Funds. Each Trustee has entered into an indemnification agreement with the Trust. In addition, in the normal course of business, the Funds enter into contracts that provide a variety of indemnifications to other parties. The Funds’ maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Funds and that have not occurred. However, the Funds have not had prior claims or losses pursuant to these arrangements and expect the risk of loss to be remote.

Note 10. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Funds were as follows:

	Federal Tax Cost		Unrealized Appreciation		Unrealized (Depreciation)			Net Unrealized Appreciation (Depreciation)
Emerging Markets Debt Fund	$	29,173	$	1,632	$	(1,336	)	$	296
Emerging Markets Equity Income Fund		28,628		2,721		(1,039	)		1,682
Emerging Markets Small-Cap Fund		4,919		232		(352	)		(120	)
Global Infrastructure Fund		112,845		15,002		(7,060	)		7,942
Global Opportunities Fund		135,335		42,199		(789	)		41,410
Global Real Estate Securities Fund		178,036		17,994		(2,885	)		15,109
Greater European Opportunities Fund		17,779		4,016		(170	)		3,846
International Equity Fund		3,818		795		(77	)		718
International Real Estate Securities Fund		29,841		4,610		(278	)		4,332
International Small-Cap Fund		42,201		4,213		(3,489	)		724
International Wealth Masters Fund		5,384		598		(490	)		108

85

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Certain Funds have capital loss carryovers available to offset future realized capital gains, through the indicated expiration dates shown below:

	2018				2019				No Expiration				Total
	Short-Term		Long-Term		Short-Term		Long-Term		Short-Term		Long-Term		Short-Term		Long-Term
Emerging Markets Debt Fund	$	—	$	—	$	—	$	—	$	479	$	1,521	$	479	$	1,521
Emerging Markets Equity Income Fund		—		—		—		—		4,691		2,464		4,691		2,464
Emerging Markets Small-Cap Fund		—		—		—		—		1		89		1		89
Greater European Opportunities Fund		—		—		—		—		129		—		129		—
International Equity Fund		—		—		—		—		797		65		797		65
International Real Estate Securities Fund		3,884		—		884		—		1,829		732		6,597		732
International Small-Cap Fund		—		—		—		—		491		31		491		31
International Wealth Masters Fund		—		—		—		—		1		—		1		—

The Trust may not realize the benefit of these losses to the extent each Fund does not realize gains on investments prior to the expiration of the capital loss carryovers.

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for tax years beginning after December 22, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses. Previously, net capital losses were carried forward for eight years and treated as short-term losses. As a transition rule, the Act requires that post-enactment net capital losses be used before pre-enactment net capital losses.

For the period ended September 30, 2016, the following Funds utilized losses deferred in prior years against current year capital gains:

Global Opportunities Fund	$	410
International Real Estate Securities Fund		421

Capital losses realized after October 31, and certain late year ordinary losses may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal year ended September 30, 2016, the Funds deferred and recognized losses as follows:

	Late Year Ordinary Losses Deferred		Late Year Ordinary Losses Recognized		Capital Loss Deferred		Capital Loss Recognized
Emerging Markets Debt Fund	$	—	$	—	$	326	$	1,395
Emerging Markets Equity Income Fund		—		—		5,759		5,981
Emerging Markets Small-Cap Fund		—		—		341		52
Global Infrastructure Fund		5		—		—		—
Global Opportunities Fund		—		—		—		1,262
Greater European Opportunities Fund		—		—		714		129
International Equity Fund		—		8		490		676
International Real Estate Securities Fund		—		—		201		88
International Small-Cap Fund		—		—		1,712		—
International Wealth Masters Fund		—		—		58		—

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) which are disclosed above) consist of the following:

	Undistributed Ordinary Income		Undistributed Long-Term Capital Gains
Emerging Markets Debt Fund	$	73	$	—
Emerging Markets Equity Income Fund		312		—
Emerging Markets Small-Cap Fund		95		—
Global Infrastructure Fund		—		3,073
Global Opportunities Fund		555		767
Global Real Estate Securities Fund		4,025		203
Greater European Opportunities Fund		326		—
International Real Estate Securities Fund		2,083		—
International Small-Cap Fund		998		—
International Wealth Masters Fund		75		—

86

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NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

The tax character of dividends and distributions paid during the years ended September 30, 2016, and 2015, was as follows:

	2016						2015
	Ordinary Income		Long-Term Capital Gains		Total		Ordinary Income		Long-Term Capital Gains		Return of Capital		Total
Virtus Emerging Markets Debt Fund	$	1,278	$	—	$	1,278	$	1,132	$	—	$	239	$	1,371
Virtus Emerging Markets Equity Income Fund		1,173		—		1,173		2,175		—		—		2,175
Virtus Emerging Markets Small-Cap Fund		89		—		89		174		—		—		174
Virtus Global Infrastructure Fund		2,716		8,619		11,335		4,398		1,425		—		5,823
Virtus Global Opportunities Fund		425		—		425		698		—		—		698
Virtus Global Real Estate Securities Fund		1,560		1,057		2,617		1,605		164		—		1,769
Virtus Greater European Opportunities Fund		180		—		180		107		196		—		303
Virtus International Equity Fund		32		—		32		85		—		—		85
Virtus International Real Estate Securities Fund		448		—		448		2,732		—		—		2,732
Virtus International Small-Cap Fund		1,234		477		1,711		2,889		1,127		—		4,016
Virtus International Wealth Masters Fund		146		—		146		—		—		—		—

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

Note 11. Reclassifications of Capital Accounts

($ reported in thousands)

For financial reporting purposes, book basis capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Permanent reclassifications can arise from differing treatment of certain income and gain transactions, nondeductible current year net operating losses, expiring capital loss carryovers and investments in passive foreign investment companies. The reclassifications have no impact on the net assets or net asset value of the Funds. As of September 30, 2016, the Funds recorded reclassifications to increase (decrease) the accounts as listed below:

	Capital Paid in on Shares of Beneficial Interest			Undistributed Net Investment Income (Loss)			Accumulated Net Realized Gain (Loss)
Emerging Markets Debt Fund	$	—		$	(81	)	$	81
Emerging Markets Equity Income Fund		—			(1	)		1
Emerging Markets Small-Cap Fund		—			(1	)		1
Global Infrastructure Fund		—			(4	)		4
Global Opportunities Fund		—			(6	)		6
Global Real Estate Securities Fund		—			144			(144	)
Greater European Opportunities Fund		—			5			(5	)
International Equity Fund		(13	)		12			1
International Real Estate Securities Fund		—	(1)		322			(322	)
International Small-Cap Fund		—			32			(32	)
International Wealth Masters Fund		—			6			(6	)

⁽¹⁾  Amount is less than $500.

Note 12. Borrowings

($ reported in thousands)

On June 29, 2016, the Funds and other affiliated funds renewed a $50,000 secured line of credit. The Credit Agreement (the “Agreement”) is with a commercial bank (the “Bank”) that allows the Funds to borrow cash from the Bank to manage large unexpected redemptions and trade fails, up to a limit of one-third or one-fifth of each Fund’s total net assets in accordance with the Agreement. The Agreement has a term of 364 days and is renewable by the Funds with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Funds and other affiliated funds are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

From November 27, 2015, to December 3, 2015, the Emerging Markets Equity Income Fund made borrowings. The average daily borrowings under the Agreement and the weighted daily average interest rate were $629 and 1.24%, respectively. From February 4, 2016, to February 8, 2016, the International Real Estate Fund made borrowings. The average daily borrowings under the Agreement and the weighted daily average interest rate were $420 and 1.43%, respectively. From August 26, 2016, to September 2, 2016, the Greater European Opportunities Fund made borrowings. The average daily borrowings under the Agreement and the weighted daily average interest rate were $721 and 1.52%, respectively.

No other Funds made borrowings during the period and no Fund had any outstanding borrowings as of September 30, 2016.

87

VIRTUS OPPORTUNITIES TRUST

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 13. Illiquid and Restricted Securities

Investments are generally considered illiquid if they cannot be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by a Fund. Additionally, the following information is also considered in determining liquidity: the frequency of trades and quotes for the investment, whether the investment is listed for trading on a recognized domestic exchange and/or whether two or more brokers are willing to purchase or sell the security at a comparable price, the extent of market making activity in the investment and the nature of the market for investment. Illiquid securities are footnoted as such at the end of each Fund’s Schedule of Investments, where applicable. However, a portion of such footnoted securities could be liquid where it is determined that some, though not all, of the position could be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the applicable Fund.

Restricted securities are illiquid securities, as defined above, not registered under the Securities Act of 1933, as amended (the “1933 Act”). Generally, 144A securities are excluded from this category, except where defined as illiquid.

Each Fund will bear any costs, including those involved in registration under the 1933 Act, in connection with the disposition of such securities.

The following Funds held securities considered to be illiquid at September 30, 2016:

Fund	Aggregate Value		% of Fund’s net assets
Emerging Markets Small-Cap Fund	$	211		4.3	%
Global Real Estate Securities Fund		—		0.0
International Real Estate Securities Fund		—		0.0
International Small-Cap Fund		1,792		4.1

At September 30, 2016, the Funds did not hold any securities that were both illiquid and restricted.

Note 14. Regulatory Matters and Litigation

From time to time, the Trust, the Funds’ Adviser and/or Subadvisers and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Funds’ Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Funds.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Funds’ Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part and denying in part the defendants’ motions to dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Funds as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Funds.

Note 15. Subsequent Events

Management has evaluated the impact of all subsequent events on the Funds through the date the financial statements were issued, and has determined that the following subsequent events require recognition or disclosure in these financial statements.

Effective November 1, 2016, the expense limits applicable to Virtus Emerging Markets Equity Income Fund (as discussed in Note 4C) have changed. The new limits are set forth in the Prospectus Supplement for that Fund dated November 1, 2016, in the back of this Shareholder Report.

Effective November 3, 2016, Virtus Global Real Estate Securities Fund began offering Class R6 Shares.

88

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Trustees of

Virtus Opportunities Trust and

Shareholders of the Funds:

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Virtus Emerging Markets Debt Fund, Virtus Emerging Markets Equity Income Fund, Virtus Emerging Markets Small-Cap Fund, Virtus Global Infrastructure Fund, Virtus Global Opportunities Fund, Virtus Global Real Estate Securities Fund, Virtus Greater European Opportunities Fund, Virtus International Equity Fund, Virtus International Real Estate Securities Fund, Virtus International Small-Cap Fund and Virtus International Wealth Masters Fund, (constituting funds within Virtus Opportunities Trust, hereafter referred to as the “Funds”) at September 30, 2016, the results of each of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Funds’ management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

89

VIRTUS OPPORTUNITIES TRUST

TAX INFORMATION NOTICE

SEPTEMBER 30, 2016

For the fiscal year ended September 30, 2016, the Funds make the following disclosures for federal income tax purposes. Below is listed the percentages, or the maximum amount allowable, of its ordinary income dividends (“QDI”) to qualify for the lower tax rates applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Funds which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The actual percentage of QDI and DRD for the calendar year will be designated in year-end tax statements. The Funds designate the amounts below as long-term capital gains dividends (“LTCG”) taxable at a 20% rate, or lower depending on the shareholder’s income ($ reported in thousands). LTCG amounts, if subsequently different, will be designated in the next annual report.

	QDI			DRD			LTCG
Emerging Markets Debt Fund		—	%		—	%	$	—
Emerging Markets Equity Income Fund		100			—			—
Emerging Markets Small-Cap Fund		86			—			—
Global Infrastructure Fund		100			79			4,202
Global Opportunities Fund		100			100			767
Global Real Estate Securities Fund		20			—			527
Greater European Opportunities Fund		100			16			—
International Equity Fund		100			6			—
International Real Estate Securities Fund		27			—			—
International Small-Cap Fund		61			—			—
International Wealth Masters		100			—			—

For the year ended September 30, 2016, certain Funds are disclosing the following information pursuant to notice requirements of Section 853(a) and 855(d) of the Internal Revenue Code, as amended, and the Treasury Regulations thereunder ($ reported in thousands).

	Foreign Source Income Recognized		Foreign Taxes Paid on Foreign Source Income
Emerging Markets Equity Income Fund	$	1,281	$	149
Emerging Markets Small-Cap Fund		183		21
Greater European Opportunities Fund		690		53
International Equity Fund		119		11
International Real Estate Securities Fund		1,301		120
International Small-Cap Fund		1,494		137
International Wealth Masters Fund		127		15

90

CONSIDERATION OF SUBADVISORY AGREEMENTS FOR VIRTUS EMERGING MARKETS EQUITY INCOME FUND AND VIRTUS ESSENTIAL RESOURCES FUND

BY THE BOARD OF TRUSTEES

The Board of Trustees (the “Board”) of Virtus Opportunities Trust (the “Trust”) is responsible for the consideration and approval of advisory and subadvisory agreements for the Trust. As further discussed below, at meetings held on January 26, 2016, and February 23-24, 2016, the Board, including a majority of the Trustees who are not interested persons of the Trust as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended (such Act, the “1940 Act” and such Trustees, the “Independent Trustees”), considered and approved interim and new subadvisory agreements (together, the “Subadvisory Agreements”) with Kleinwort Benson Investors International, Ltd. (“KBII” or the “Subadviser”), subadviser to the Virtus Emerging Markets Equity Income Fund and Virtus Essential Resources Fund (each a “Fund” and collectively, the “Funds”).

KBII has served as the subadviser to each Fund since inception, and the Board previously approved subadvisory agreements with KBII (the “Old Subadvisory Agreements”) in 2014 and 2015. On January 13, 2016, Oddo & Cie, a French financial services group based primarily in Europe, (“Oddo”) acquired in excess of 25% of the outstanding shares of BHF Kleinwort Benson SA (“BHFKB”), an indirect parent of KBII. Under the 1940 Act, an acquisition of more than 25% of the voting shares of a company is generally considered to be a change in control. As the indirect parent company of KBII, a change in control at BHFKB also causes a change in control at KBII. Under the 1940 Act, when a change in control occurs, affected subadvisory agreements automatically terminate. In order to continue utilizing KBII as a subadviser, at a telephonic meeting held on January 26, 2016, the Board approved an interim subadvisory agreement (the “Interim Subadvisory Agreement”) effective January 13, 2016, with the proviso that such agreement may not continue for a period of more than 150 days from the termination event or the date on which a new subadvisory agreement is entered into. At an in-person meeting held on February 23-24, 2016, the Board then approved the new investment subadvisory agreement (the “New Subadvisory Agreement”) with KBII. The New Subadvisory Agreement was approved by shareholders on May 26, 2016.

In considering the approval of the Interim Subadvisory Agreement and the New Subadvisory Agreement (collectively, the “Subadvisory Agreements”), the Board requested and evaluated information provided by Virtus Investment Advisers, Inc. (“VIA” or the “Adviser”) and the Subadviser which, in the Board’s view, constituted information necessary for the Board to form a judgment as to whether the approval of the Subadvisory Agreements would be in the best interests of each applicable Fund and its respective shareholders. The Board also considered information furnished throughout the year at regular Board meetings with respect to the services provided by VIA and already provided by the Subadviser for the Funds, including quarterly performance reports prepared by management containing reviews of investment results and periodic presentations from the Subadviser.

The Independent Trustees were separately advised by independent legal counsel throughout the process. The Board considered all the criteria separately with respect to the applicable Fund and its shareholders. In their deliberations, the Trustees considered various factors, including those discussed below, none of which were controlling, and each Trustee may have attributed different weights to the various factors. The Independent Trustees also discussed the proposed approval of the Subadvisory Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

Basis for the Board’s Recommendation

In making its determination with respect to the Interim Subadvisory Agreement, the Board took into account that it was approving an agreement of limited duration and that the Board would have an opportunity to consider a new subadvisory agreement at a meeting to be scheduled in the near future. The Board noted that the New Subadvisory Agreement would be submitted to shareholders for approval. The Board also took into consideration that the terms of Interim Subadvisory Agreement were substantially identical to the terms of the Old Subadvisory Agreements, including that there was no change in the compensation to be paid thereunder. The Board noted that the key difference between the Old Subadvisory Agreements and the Interim Subadvisory Agreement resulted from compliance with a regulatory requirement that interim advisory agreements have a limited term. The Board also considered that the Subadviser had been managing the Funds since they commenced operations, and that the Subadviser had stated that there would be no change in the scope or quality of services to be provided by it as a result of the change in control. Based on all of the foregoing considerations, the Board, including the Independent Trustees, determined that approval of the Interim Subadvisory Agreement with KBII was in the best interests of each Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the Interim Subadvisory Agreement with respect to each Fund.

In making its determination with respect to the New Subadvisory Agreement, the Board considered various factors, including:

• Nature, extent, and quality of the services to be provided by the Subadviser. The Trustees received in advance of the meeting information in the form of an extensive questionnaire completed by the Subadviser concerning a number of topics, including its investment philosophy, resources, operations and compliance structure. The Trustees noted that the Subadviser would continue to provide portfolio management, compliance with each Fund’s investment policies and procedures, compliance with applicable securities laws, and assurances thereof. The Trustees reviewed biographical information for the portfolio managers who would provide services under the New Subadvisory Agreement and had done so under the Old Subadvisory Agreements and the Interim Subadvisory Agreement, and noted the breadth and depth of experience of the portfolio managers. In considering the approval of the New Subadvisory Agreement, the Trustees considered the Subadviser’s investment management process, including (a) the experience, capability and integrity of the Subadviser’s management and other personnel committed by the Subadviser to each Fund; (b) the quality and commitment of the Subadviser’s regulatory and legal compliance policies, procedures and systems; and (c) the Subadviser’s brokerage and trading practices. The Board concluded that the nature, extent and quality of the services to be provided by the Subadviser to the Funds was reasonable.

• Investment Performance. The Board considered performance reports and discussions at Board meetings throughout the year, as well as data furnished in connection with the consideration of the New Subadvisory Agreement. The Board noted that the Emerging Markets Equity Income Fund had underperformed its benchmark for the 1- and 3-year periods, and considered the Subadviser’s explanation for the underperformance. The Board also noted that the Essential Resources Fund had a limited performance history, but that the Fund had outperformed its benchmark since its inception in March of 2015. After reviewing these and related factors, the Board concluded that the Subadviser’s overall performance was satisfactory.

• Subadvisory Fee. The Board took into account that each Fund’s subadvisory fees are paid by the Adviser and not by the Funds, so that the Funds’ shareholders would not be directly impacted by those fees. The Board also noted that the fees under the New Subadvisory Agreement would be unchanged from those in the Old Subadvisory Agreements and the Interim Subadvisory Agreement. The Board concluded that the proposed subadvisory fees were fair and reasonable in light of services to be provided by the Subadviser and all factors considered.

91

CONSIDERATION OF SUBADVISORY AGREEMENTS FOR VIRTUS EMERGING MARKETS EQUITY INCOME FUND AND VIRTUS ESSENTIAL RESOURCES FUND

BY THE BOARD OF TRUSTEES (Continued)

• Profitability and economies of scale. In considering the expected profitability to the Subadviser of its relationship with the Funds, the Board noted that the fees under the New Subadvisory Agreement would be paid by the Adviser out of the advisory fees that it receives under its Advisory Agreement and not by the Funds The Board also noted that there was no change to the subadvisory fee under the New Subadvisory Agreement. In considering the reasonableness of the fees payable by VIA to the Subadviser, the Board relied on the ability of VIA to negotiate the New Subadvisory Agreement and the fees thereunder at arm’s length. For each of the above reasons, the Board concluded that the profitability to the Subadviser and its affiliates from its relationship with the Funds was not a material factor in approval of the New Subadvisory Agreement.

• Other Benefits. The Board considered other benefits that may be realized by the Subadviser and its affiliates from its relationship with the Funds and concluded that there were no other direct benefits to the Subadviser in providing investment advisory services to each Fund, other than the fees to be earned although there may be certain indirect benefits gained, including to the extent that serving the Funds could provide the opportunity to provide advisory services to additional portfolios of the Trust or certain reputational benefits.

Based on all of the foregoing considerations, the Board, including the Independent Trustees, determined that approval of the New Subadvisory Agreement with KBII was in the best interests of each Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the New Subadvisory Agreement with respect to each Fund.

92

CONSIDERATION OF SUBADVISORY AGREEMENTS FOR

VIRTUS INTERNATIONAL EQUITY FUND

BY THE BOARD OF TRUSTEES

The Board of Trustees (the “Board”) of Virtus Opportunities Trust (the “Trust”) is responsible for the consideration and approval of advisory and subadvisory agreements for the Trust. At an in-person Board meeting held on August 23-24, 2016, the Board, including a majority of the Trustees who are not interested persons of the Trust as defined in Section 2(a)(19) of the Investment Company Act of 1940, as amended, (such Act, the “1940 Act” and such Trustees, the “Independent Trustees”), authorized the termination of the current subadvisory agreement with Euclid Advisors LLC as subadviser to the Virtus International Equity Fund (the “Fund”), and approved a new interim investment subadvisory agreement and new investment subadvisory agreement (the “Subadvisory Agreements”) with Duff & Phelps Investment Management Co. (“DPIM” or the “Subadviser”).

In considering the approval of the Subadvisory Agreements, the Board requested and evaluated information provided by Virtus Investment Advisers, Inc. (the “Adviser”) and the Subadviser which, in the Board’s view, constituted information necessary for the Board to form a judgment as to whether the subadviser change would be in the best interests of the Fund and its shareholders. The Board also considered information furnished throughout the year at regular Board meetings with respect to the services provided by VIA and already provided by the Subadviser for other funds as well as by the portfolio manager for the Fund who would continue to manage the Fund, including quarterly performance reports prepared by management containing reviews of investment results and periodic presentations from the Subadviser and from the portfolio manager during his time with the Fund’s previous subadviser. The Board noted the affiliation of the Subadviser with VIA and any potential conflicts of interest.

The Independent Trustees were separately advised by independent legal counsel throughout the process. For each Agreement, the Board considered all the criteria separately with respect to the Fund and its shareholders. In their deliberations, the Trustees considered various factors, including those discussed below, none of which were controlling, and each Trustee may have attributed different weights to the various factors. The Independent Trustees also discussed the proposed approval of the Subadvisory Agreements in private sessions with their independent legal counsel at which no representatives of management were present.

Basis for the Board’s Recommendation

In making its determination with respect to the Subadvisory Agreements, the Board considered various factors, including:

• Nature, extent, and quality of the services to be provided by the Subadviser. The Trustees received in advance of the meeting information in the form of an extensive questionnaire completed by the Subadviser concerning a number of topics, including its investment philosophy, resources, operations and compliance structure. The Trustees noted that the Subadviser would provide portfolio management, compliance with the Fund’s investment policies and procedures, compliance with applicable securities laws, and assurances thereof. The Trustees reviewed biographical information for the portfolio manager who would provide services under the Subadvisory Agreements and noted that he had also provided services to the Fund since 2013 as an employee of the Fund’s previous subadviser. In considering the approval of the Subadvisory Agreements, the Trustees considered the Subadviser’s investment management process, including (a) the experience, capability and integrity of the Subadviser’s management and other personnel committed by the Subadviser to the Fund; (b) the quality and commitment of the Subadviser’s regulatory and legal compliance policies, procedures and systems; and (c) the Subadviser’s brokerage and trading practices. The Board concluded that the nature, extent and quality of the services to be provided by the Subadviser to the Fund was reasonable.

• Investment Performance. The Board considered performance reports and discussions at Board meetings throughout the year, as well as data furnished in connection with the contract consideration process for the Fund and the Subadviser. The Board noted the portfolio manager who managed the Fund with the previous subadviser would continue in the same role with DPIM, and noted the Fund outperformed the index for the year to date period, while it underperformed the index for the 1- and 3-year periods. The Board also noted that the Subadviser’s international strategy composite outperformed the relevant index for the 1-, 3- and 5-year periods. After reviewing these and related factors, the Board concluded that the Subadviser’s overall performance was satisfactory.

• Subadvisory Fee. The Board took into account that the Fund’s subadvisory fees are paid by the Adviser and not by the Fund, so that the Fund’s shareholders would not be directly impacted by those fees. The Board also noted that the proposed subadvisory fees under the Subadvisory Agreements were the same as the subadvisory fees paid to the Fund’s previous subadviser. The Board concluded that the proposed subadvisory fees were fair and reasonable in light of services to be provided by the Subadviser and all factors considered.

• Profitability and economies of scale. In considering the expected profitability to the Subadviser of its relationship with the Fund, the Board noted that the fees under the Subadvisory Agreements are paid by the Adviser out of the advisory fees that it receives under the Advisory Agreement and not by the Fund. In considering the reasonableness of the fees payable by the Adviser to the Subadviser, the Board noted that, because the Subadviser is an affiliate of the Adviser, such profitability might be directly or indirectly shared by the Adviser, and therefore the Board considered the profitability together. As a result, the expected profitability to the Subadviser of its relationships with the Fund was not a material factor in the Board’s deliberations at this time. For similar reasons, the Board did not consider the potential economies of scale in the Subadviser’s management of the Fund to be a material factor in its consideration at this time.

• Other Benefits. The Board considered other benefits that may be realized by the Subadviser and its affiliates from their relationship with the Fund. For instance the Board noted that the Subadviser’s reputation in the brokerage community might result in greater assets in the Fund. The Board was also advised that there may be certain intangible benefits gained by the Subadviser to the extent that serving the Fund could provide the opportunity to provide advisory services to additional funds of the Trust or could enhance the Subadviser’s reputation in the marketplace, and, therefore, the subadvisory change could enable the Subadviser to attract additional client relationships.

Based on all of the foregoing considerations, the Board, including the Independent Trustees, determined that approval of the Subadvisory Agreements with DPIM was in the best interests of the Fund and its shareholders. Accordingly, the Board, and the Independent Trustees voting separately, approved the Subadvisory Agreements with respect to the Fund.

93

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 19, 2016 (Unaudited)

At a special meeting of shareholders of all series of Virtus Equity Trust, Virtus Insight Trust and Virtus Opportunities Trust, held on May 19, 2016, shareholders of Virtus Opportunities Trust (the “Trust”) voted on the following proposals:

Proposal 1.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To elect six Trustees to serve on the Board of Trustees until the next meeting of shareholders at which Trustees are elected.
George R. Aylward		1,145,056,198.477		24,756,597.221		0
Thomas J. Brown		1,144,160,222.050		25,652,573.650		0
Donald C. Burke		1,145,758,834.912		24,053,960.790		0
Roger A. Gelfenbien		1,144,297,795.833		25,514,999.865		0
John R. Mallin		1,144,938,076.292		24,874,719.410		0
Hassell H. McClellan		1,143,864,433.134		25,948,362.566		0

Shareholders of the Trust voted to approve the above proposal.

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus CA Tax Exempt Bond Fund		1,258,194.893		91,895.368		41,271.245
Virtus Emerging Markets Debt Fund		3,015,152.206		198.283		0
Virtus Emerging Markets Equity Income Fund		3,672,832.400		0		0
Virtus Emerging Markets Opportunities Fund		620,793,093.034		25,302,093.728		9,306,937.262
Virtus Emerging Markets Small-Cap Fund		494,281.793		0		0
Virtus Essential Resources Fund		504,931.913		0		0
Virtus Foreign Opportunities Fund		27,726,679.250		666,663.374		564,703.507
Virtus Greater European Opportunities Fund		818,457.900		37,502.974		15,676.215
Virtus International Small-Cap Fund		3,074,638.276		5,991.041		10,261.000
Virtus International Wealth Masters Fund		518,044.295		0		0
Virtus Low Duration Income Fund		10,449,114.393		779,684.940		311,840.943
Virtus Multi-Sector Intermediate Bond Fund		11,147,670.008		724,253.699		406,427.672
Virtus Multi-Sector Short Term Bond Fund		618,834,424.483		21,316,032.964		14,819,955.463

Shareholders of the Funds listed above voted to approve the above proposal.

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Foreign Opportunities Fund		27,568,524.708		741,409.046		648,118.377
Virtus Multi-Sector Short Term Bond Fund		615,281,810.614		22,749,361.497		16,939,237.795

Shareholders of the Funds listed above voted to approve the above proposal.

94

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

MAY 26, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Emerging Markets Equity Income Fund and Virtus Essential Resources Fund (collectively, the “Funds”), each a series of Virtus Opportunities Trust, held on May 26, 2016, shareholders voted on the following proposal:

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a new subadvisory agreement between Virtus Investment Advisers, Inc., the Funds’ Investment Adviser, and Kleinwort Benson Investors International, Ltd., the Funds’ Subadviser.
Virtus Emerging Markets Equity Income Fund		3,697,072.869		0		0
Virtus Essential Resources Fund		506,647.913		0		0

Shareholders of the Funds voted to approve the above proposal.

95

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

JUNE 16, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Bond Fund, Virtus Global Infrastructure Fund, Virtus Global Real Estate Securities Fund, Virtus High Yield Fund, Virtus International Real Estate Securities Fund and Virtus Senior Floating Rate Fund (each a “Fund”), held on June 16, 2016, shareholders of each Fund voted on the following proposal:

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus Bond Fund		3,027,478.512		194,272.268		147,040.417
Virtus Global Infrastructure Fund		3,636,950.694		307,905.417		172,360.145
Virtus Global Real Estate Securities Fund		1,661,823.911		122,802.243		36,355.685
Virtus High Yield Fund		6,737,350.870		765,216.446		446,105.991
Virtus International Real Estate Securities Fund		2,728,863.703		48,714.840		63,894.599
Virtus Senior Floating Rate Fund		30,432,212.381		775,729.890		326,306.209

Shareholders of the Funds listed above voted to approve the above proposal.

96

RESULTS OF SHAREHOLDER MEETING

VIRTUS OPPORTUNITIES TRUST

JULY 18, 2016 (Unaudited)

At a special meeting of shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund, Virtus Wealth Masters Fund, Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund, held on July 18, 2016, shareholders of the Funds voted on the following proposals:

Proposal 2.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to permit Virtus Investment Advisers, Inc., as the investment adviser to all the Funds, to hire and replace subadvisers or to modify subadvisory agreements without shareholder approval.
Virtus Global Equity Trend Fund		2,071,338.688		221,721.989		61,016.655
Virtus Global Opportunities Fund		6,475,669.315		399,601.579		221,211.057
Virtus Herzfeld Fund		2,285,754.412		134,756.871		89,510.278
Virtus International Equity Fund		347,976.498		45,434.960		4,980.529
Virtus Low Volatility Equity Fund		234,510.520		7,334.000		90,835.796
Virtus Real Estate Securities Fund		14,196,247.698		691,146.713		476,502.196
Virtus Sector Trend Fund		14,380,526.646		1,274,297.224		1,097,176.679
Virtus Wealth Masters Fund		2,759,756.937		182,003.481		154,822.394
Virtus Alternatives Diversifier Fund		2,054,425.037		135,901.800		177,500.739
Virtus Equity Trend Fund		47,080,228.694		3,814,318.119		2,960,680.324
Virtus Multi-Asset Trend Fund		7,428,521.065		660,946.728		521,389.418
Virtus Tax-Exempt Bond Fund		7,423,225.114		802,129.342		492,588.498

Shareholders of Virtus Global Equity Trend Fund, Virtus Global Opportunities Fund, Virtus Herzfeld Fund, Virtus International Equity Fund, Virtus Low Volatility Equity Fund, Virtus Real Estate Securities Fund, Virtus Sector Trend Fund and Virtus Wealth Masters Fund voted to approve the above proposal. Shareholders of Virtus Alternatives Diversifier Fund, Virtus Equity Trend Fund, Virtus Multi-Asset Trend Fund and Virtus Tax-Exempt Bond Fund did not approve the above proposal.

Proposal 6.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Sector Trend Fund		14,250,883.760		1,251,197.022		1,249,922.768
Virtus Real Estate Securities Fund		13,928,178.018		864,726.603		570,992.984

Shareholders of Virtus Sector Trend Fund voted to approve the above proposal. Shareholders of Virtus Real Estate Securities Fund did not approve the above proposal.

Proposal 7.

	Number of Eligible Votes:
	FOR		AGAINST		ABSTAIN
To approve a proposal to amend the fundamental restrictions of the Fundamental Restriction Funds with respect to loans.
Virtus Multi-Sector Short Term Bond Fund		238,431,276.605		411,212,271.419		20,011,935.573
Virtus Real Estate Securities Fund		9,635,396.247		5,113,977.185		614,521.174
Virtus Sector Trend Fund		9,706,807.226		5,648,494.88		1,396,703.437

Shareholders of the Funds listed above did not approve the above proposal.

97

FUND MANAGEMENT TABLES

Information pertaining to the trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

98

FUND MANAGEMENT TABLES (Continued)

Interested Trustee

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

Officers

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

99

Virtus Emerging Markets Small-Cap Fund, (“the fund”) a series of Virtus Opportunities Trust

Supplement dated June 10, 2016 to the Summary Prospectus dated January 28, 2016, as supplemented, the Virtus Opportunities Trust Statutory Prospectus, dated January 28, 2016, as supplemented, and the Statement of Additional Information, dated January 28, 2016, as supplemented

IMPORTANT NOTICE TO INVESTORS

Effective June 10, 2016, James Fletcher is no longer a portfolio manager for the fund. The resulting disclosure changes to the fund’s prospectuses and SAI are described below.

The disclosure under “Portfolio Management” in the fund’s summary prospectus and in the summary section of the fund’s statutory prospectus is hereby revised by removing each reference to Mr. Fletcher.

The table under “Kayne” on page 185 of the fund’s statutory prospectus is hereby revised by removing the reference to Mr. Fletcher. The narrative under the referenced table is hereby amended by removing the biographical information for Mr. Fletcher.

The disclosure for the fund in the table under “Portfolio Managers” beginning on page 98 of the SAI is hereby amended by removing the reference to Mr. Fletcher.

The disclosure in the “Other Accounts Managed (No Performance-Based Fees)” table on page 99 of the SAI is hereby amended by removing the reference to Mr. Fletcher.

The disclosure in the table under “Portfolio Manager Fund Ownership” beginning on page 103 of the SAI is hereby amended by removing the reference to ownership by Mr. Fletcher.

Investors should retain this supplement with the

Prospectuses and SAI for future reference.

VOT 8020 EMSmall-Cap PM (6/2016)

Virtus International Equity Fund, a series of Virtus Opportunities Trust

Supplement dated September 7, 2016 to the Summary and Statutory Prospectuses dated January 28, 2016

IMPORTANT NOTICE TO INVESTORS

As approved by the Board of Trustees of Virtus Opportunities Trust, effective September 7, 2016, Duff & Phelps Investment Management Co. (“Duff & Phelps”) became the subadviser to the above named fund. Also effective September 7, 2016, the fund’s current subadviser, Euclid Advisors LLC (“Euclid”) is removed as subadviser. Accordingly, effective September 7, 2016, all references to Euclid as subadviser to the fund are hereby removed from the fund’s prospectuses. Frederick A. Brimberg, formerly a portfolio manager at Euclid and currently a portfolio manager at Duff & Phelps will continue to serve as the portfolio manager for the fund. Virtus Investment Advisers, Inc. (“VIA”) will continue to serve as the fund’s investment adviser. Duff & Phelps will serve under an interim subadvisory agreement until such time as the fund’s standard subadvisory agreement is implemented, not to exceed 150 days.

Additional disclosure changes resulting from the replacement of the subadviser are described below and are also effective September 7, 2016.

The second paragraph under “Management” in the summary prospectus and in the summary section of the statutory prospectus is hereby replaced with the following:

Duff & Phelps Investment Management Co. (“Duff & Phelps”), an affiliate of VIA, is subadviser to the fund (since September 2016).

The disclosure under “Portfolio Management” in the summary prospectuses and in the summary section of the statutory prospectus is hereby replaced with the following:

> Frederick A. Brimberg, Senior Managing Director and International Equity Portfolio Manager at Duff & Phelps. Mr. Brimberg has served as a Portfolio Manager of the fund since May 2013.

Under “The Adviser” on page 179 of the statutory prospectus, the first table is hereby amended by replacing the row for the fund with the following information:

Virtus International Equity Fund Duff & Phelps

The disclosure under “Portfolio Management” on page 183 of the statutory prospectus, the section under the subheading “Duff & Phelps” is hereby revised by adding the following:

Virtus International Equity Fund Frederick A. Brimberg (since May 2013)

Frederick A. Brimberg. Mr. Brimberg is Senior Managing Director and International Equity Portfolio Manager at Duff & Phelps (since August 2016) and is a portfolio manager at Euclid Advisors LLC (“Euclid”), an affiliate of Duff & Phelps and VIA. Prior to joining Euclid, he was senior vice president and international portfolio manager at Avatar Associates (2006 to 2012), where he started the international strategy in 2006. Earlier, he was vice president and portfolio manager at ING Investment Management and its predecessor Lexington Management, with a focus on global equity investing. Mr. Brimberg’s career spans 30-plus years in investment management, trading, and capital markets, with positions at Brimberg & Co., and Lehman Brothers.

All other disclosure concerning the fund, including fees and expenses, remains unchanged from the prospectuses dated January 28, 2016.

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020/IntEquityDPIMChanges (9/2016)

Virtus International Equity Fund, a series of Virtus Opportunities Trust

Supplement dated September 7, 2016 to the Statement of Additional Information (“SAI”) dated January 28, 2016

IMPORTANT NOTICE TO INVESTORS

As approved by the Board of Trustees of Virtus Opportunities Trust, effective September 7, 2016, Duff & Phelps Investment Management Co. (“Duff & Phelps”) became the subadviser to the above named fund. Also effective September 7, 2016, the fund’s current subadviser, Euclid Advisors LLC (“Euclid”) is removed as subadviser. Accordingly, effective September 7, 2016, all references to Euclid as subadviser to the fund are hereby removed from the fund’s prospectuses. Frederick A. Brimberg, formerly a portfolio manager at Euclid and currently a portfolio manager at Duff & Phelps will continue to serve as the portfolio manager for the fund. Virtus Investment Advisers, Inc. (“VIA”) will continue to serve as the funds’ investment adviser. Duff & Phelps will serve under an interim subadvisory agreement until such time as the fund’s standard subadvisory agreement is implemented, not to exceed 150 days.

Additional disclosure changes resulting from the replacement of the subadviser are described below and are also effective September 7, 2016.

In the “Glossary” beginning on page 2, the entry entitled “Duff & Phelps” is hereby revised to read: “Duff & Phelps Investment Management Co., subadviser to the Global Infrastructure Fund, Global Real Estate Fund, International Equity Fund, International Real Estate Fund and Real Estate Fund.

Under the “Non-Public Portfolio Holdings Information” beginning on page 9, the table is hereby revised to replace the second row with the following:

Type of Service Provider	Name of Service Provider	Timing of Release of Portfolio Holdings Information
Subadviser (Global Infrastructure Fund, Global Real Estate Fund, International Equity Fund, International Real Estate Fund and Real Estate Fund)	Duff & Phelps Investment Management Co.	Daily, with no delay

Investors should retain this supplement with the SAI for future reference.

VOT 8020B SAI/IntEquityDPIMChanges (9/2016)

Virtus Emerging Markets Equity Income Fund and Virtus Essential Resources Fund, each a series of Virtus Opportunities Trust

Supplement dated September 13, 2016 to the Summary and Statutory Prospectuses and Statement of Additional Information (“SAI”), each dated January 28, 2016, as supplemented

IMPORTANT NOTICE TO INVESTORS

Effective September 1, 2016, the subadviser to the above-named funds changed its name from Kleinwort Benson Investors International, Ltd. to KBI Global Investors (North America) Ltd. Accordingly, all references to the subadviser’s previous name in each fund’s summary prospectus, the statutory prospectus and SAI are hereby changed to reflect the subadviser’s new name, KBI Global Investors (North America) Ltd. and references to the defined term “KBII” are hereby changed to “KBIGI (North America).” Also, KBIGI (North America)’s affiliate, Kleinwort Benson Investors Dublin Ltd., has changed its name to KBI Global Investors Ltd. Accordingly, all references to that entity’s previous name in each fund’s summary prospectus, the statutory prospectus and SAI are hereby changed to reflect its new name, KBI Global Investors Ltd.

Investors should retain this supplement with the Prospectuses and SAI for future reference.

VOT 8020 KBIINameChange (9/2016)

103

Virtus Global Infrastructure Fund, a series of Virtus Opportunities Trust

Supplement dated September 30, 2016 to the Summary and Statutory Prospectuses dated January 28, 2016

IMPORTANT NOTICE TO INVESTORS

Effective October 1, 2016, the fund’s primary benchmark is the FTSE Developed Core Infrastructure 50/50 Index (net) (“FTSE 50/50”). The FTSE 50/50 is a broad-based index representing infrastructure and infrastructure-related listed securities in developed markets. The fund believes that the FTSE 50/50 Index provides a better measure for the fund’s performance in light of the fund’s focus on infrastructure companies. The fund will no longer use the S&P 500^® Index as its broad-based index for performance comparisons. Additionally, beginning October 1, 2016, performance of the Global Infrastructure Linked Benchmark will consist of the FTSE 50/50. Also effective October 1, 2016, the fund is adding the MSCI World Infrastructure Sector Capped Index (net) (“MSCI WISC”) as a secondary index by which to measure the fund’s performance. The MSCI WISC is a broad-based index representing global infrastructure and infrastructure-related listed securities.

Additional Information About the New Indexes

The FTSE Developed Core Infrastructure 50/50 Index (net) is a free float-adjusted market capitalization weighted index that gives participants an industry-defined interpretation of developed market infrastructure companies and adjusts the exposure to certain infrastructure subsectors. The constituent weights are 50% Utilities, 30% Transportation (including capping of 7.5% for railroads/railways), and a 20% mix of other sectors including pipelines, satellites, and telecommunication towers. The MSCI World Infrastructure Sector Capped Index (net) is a market capitalization weighted index that measures performance of global infrastructure companies by capturing broad and diversified opportunities across telecommunication, utilities, energy, transportation, and social infrastructure sectors. The telecommunication infrastructure and utilities sectors each represent one-third of the index weight, while energy, transportation and social infrastructure sectors have a combined weight of the remaining one-third of the index. The FTSE Developed Core Infrastructure 50/50 Index (net) and the MSCI World Infrastructure Sector Capped Index (net) are each calculated on a total return basis with net dividends reinvested. The indexes are unmanaged and not available for direct investment.

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020 GlobalInfrastructureBenchmark (9/2016)

104

Virtus Global Real Estate Securities Fund, a series of Virtus Opportunities Trust

Supplement dated November 1, 2016 to the Summary Prospectus dated January 28, 2016, as supplemented, and the Virtus Opportunities Trust Statutory Prospectus, dated January 28, 2016, as supplemented

IMPORTANT NOTICE TO INVESTORS

As of November 1, 2016, Virtus Global Real Estate Securities Fund is offering Class R6 Shares, in addition to the share classes already offered by the fund. Accordingly, the fund’s prospectuses are hereby amended to add the following disclosure.

The cover page of the statutory prospectus is hereby revised by replacing the row showing ticker symbols for the fund’s share classes with the row shown below:

	A	B	C	I	R6	T
Virtus Global Real Estate Securities Fund	VGSAX		VGSCX	VGISX	VRGEX

The tables under “Fees and Expenses” in the fund’s summary prospectus and the summary section of the statutory prospectus are hereby revised to add the Class R6 column and to revise the associated footnotes as shown below:

Shareholder Fees (fees paid directly from your investment)	Class R6
Maximum Sales Charge (load) Imposed on Purchases (as a percentage of offering price)	None
Maximum Sales Charge (load) (as a percentage of the lesser of purchase price or redemption proceeds)	None

Annual Fund Operating Expenses (expenses that you pay each year as a percentage of the value of your investment)	Class R6
Management Fee	0.85%
Distribution and Shareholder Servicing (12b-1) Fees	None
Other Expenses	0.29%	(b)
Total Annual Fund Operating Expenses(c)	1.14%
Less: Fee Waiver and/or Expense Reimbursement(d)	(0.10%	)
Total Annual Fund Operating Expenses After Expense Reimbursement(c)(d)	1.04%

^(b)  Estimated for current fiscal year, as annualized.

^(c)  The Total Annual Fund Operating Expenses do not correlate to the ratio of expenses to average net assets appearing in the Financial Highlights tables, which tables reflect only the operating expenses of the fund and do not include acquired fund fees and expenses.

^(d)  The fund’s investment adviser has contractually agreed to limit the fund’s total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, extraordinary expenses and acquired fund fees and expenses) so that such expenses do not exceed 1.40% for Class A Shares, 2.15% for Class C Shares, 1.15% for Class I Shares and 1.04% for Class R6 Shares through January 31, 2017. Following the contractual period, the adviser may discontinue these expense reimbursement arrangements at any time. Under certain conditions, the adviser may recapture operating expenses reimbursed under these arrangements for a period of three years following the time such reimbursement occurred.

The Example table is hereby revised to add the Class R6 row as shown below:

	Share Status	1 Year		3 Years		5 Years		10 Years
Class R6	Sold or Held	$	106	$	352	$	618	$	1,377

In the first table in the section “More Information About Fund Expenses” on page 128 of the statutory prospectus, the row corresponding to the fund is hereby replaced with the following.

	Class A Shares	Class B Shares	Class C Shares	Class I Shares	Class R6 Shares	Class T Shares	Through Date
Virtus Global Real Estate Securities Fund	1.40%	N/A	2.15%	1.15%	1.04%	N/A	January 31, 2017

In the second table in the section “More Information About Fund Expenses” on page 129 of the statutory prospectus, the row corresponding to the fund is hereby replaced with the following.

	Class A Shares	Class B Shares	Class C Shares	Class I Shares	Class R6 Shares	Class T Shares	Through Date
Virtus Global Real Estate Securities Fund	1.40%	N/A	2.15%	1.15%	1.04%	N/A	January 31, 2017

Under “What are the classes and how do they differ?” on page 202 of the statutory prospectus, the table in this section is hereby amended to read “None” in the column entitled “Class R6” for Virtus Global Real Estate Securities Fund.

The Class R6 Shares subheading under “What arrangement is best for you?” on pages 202-204 of the statutory prospectus is hereby amended to read:

Class R6 Shares (Virtus Bond Fund, Virtus Emerging Markets Opportunities Fund, Virtus Equity Trend Fund, Virtus Foreign Opportunities Fund, Virtus Global Real Estate Securities Fund, Virtus High Yield Fund, Virtus International Small-Cap Fund, Virtus Multi-Sector Intermediate Bond Fund, Virtus MultiSector Short Term Bond Fund, Virtus Real Estate Securities Fund and Virtus Senior Floating Rate Fund only).

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020/GlRESecNewExpCap (11/16)

Virtus Bond Fund, Virtus, Virtus Global Real Estate Securities Fund, Virtus High Yield Fund, Virtus Multi-Sector Short Term Bond Fund, and Senior Floating Rate Fund, each a series of Virtus Opportunities Trust

Supplement dated November 1, 2016 to the Statement of Additional Information (“SAI”) dated September 23, 2016

IMPORTANT NOTICE TO INVESTORS

As of November 1, 2016, Virtus Bond Fund, Virtus Global Real Estate Securities Fund, Virtus High Yield Fund, Virtus Multi-Sector Short Term Bond Fund and Virtus Senior Floating Rate Fund are offering Class R6 Shares, in addition to the share classes already offered by each fund. Additionally, Virtus High Yield Fund has increased its expense reimbursement arrangement, effective November 1, 2016. Accordingly, the SAI is hereby amended to add the following disclosures.

The cover page of the SAI is hereby revised by replacing the rows showing ticker symbols for the following funds’ share classes with the rows shown below:

	A	B	C	I	R6	T
Virtus Bond Fund	SAVAX	SAVBX	SAVCX	SAVYX	VBFRX
Virtus Global Real Estate Securities Fund	VGSAX		VGSCX	VGISX	VRGEX
Virtus High Yield Fund	PHCHX	PHCCX	PGHCX	PHCIX	VRHYX
Virtus Multi-Sector Short Term Bond Fund	NARAX	PBARX	PSTCX	PIMSX	VMSSX	PMSTX
Virtus Senior Floating Rate Fund	PSFRX		PFSRX	PSFIX	VRSFX

Under “Other Virtus Mutual Funds” on page 15, the rows shown below are hereby revised to indicate that each of these funds offers Class R6 Shares:

		Class/Shares
Trust	Fund	R6
Virtus Alternative Solutions Trust	Multi-Strategy Target Return Fund	X
Virtus Equity Trust	Quality Small-Cap Fund	X

Under the heading “Investment Advisory Agreement and Expense Limitation Agreement” in the section “Investment Advisory and Other Services” on pages 86-88 of the funds’ SAI, the rows in the second table corresponding to the funds shown below are hereby replaced with the following:

	Class A	Class B	Class C	Class I	Class R6	Class T	Through Date
Bond Fund	0.85%	1.60%	1.60%	0.60%	0.54%	N/A	January 31, 2017
Global Real Estate Securities Fund	1.40%	N/A	2.15%	1.15%	1.04%	N/A	January 31, 2017
High Yield Fund	1.00%	1.75%	1.75%	0.75%	0.69%	N/A	January 31, 2017
Multi-Sector Short Term Bond Fund	1.10%	1.60%	1.35%	0.85%	0.78%	1.85%	January 31, 2017
Senior Floating Rate Fund	1.20%	N/A	1.95%	0.95%	0.89%	N/A	January 31, 2017

Investors should retain this supplement with the SAI for future reference.

VOT 8020B SAI/AddR6NewExpCap (11/16)

Virtus Emerging Markets Equity Income Fund, a series of Virtus Opportunities Trust

Supplement dated November 1, 2016 to the Summary Prospectus dated January 28, 2016, as supplemented, and the Virtus Opportunities Trust Statutory Prospectus, dated January 28, 2016, as supplemented

IMPORTANT NOTICE TO INVESTORS

Under “Fees and Expenses” in the fund’s summary prospectus and the summary section of the statutory prospectus, the “Annual Fund Operating Expenses” table and associated footnotes are hereby replaced with the following:

Annual Fund Operating Expenses (expenses  that you pay each year as a percentage of the value of your investment)	Class A	Class C	Class I
Management Fees	1.05%	1.05%	1.05%
Distribution and Shareholder Servicing (12b-1) Fees	0.25%	1.00%	None
Other Expenses	0.46%	0.46%	0.46%
Acquired Fund Fees and Expenses	0.02%	0.02%	0.02%
Total Annual Fund Operating Expenses(b)	1.78%	2.53%	1.53%
Less: Expense Reimbursement(c)	(0.16)%	(0.16)%	(0.16)%
Total Annual Fund Operating Expenses After Expense Reimbursement(b)(c)	1.62%	2.37%	1.37%

^(b)  The Total Annual Fund Operating Expenses do not correlate to the ratio of expenses to average net assets appearing in the Financial Highlights tables, which tables reflect only the operating expenses of the fund and do not include acquired fund fees and expenses.

^(c)  The fund’s investment adviser has contractually agreed to limit the fund’s total operating expenses (excluding dividend and interest expenses, taxes, brokerage commissions, extraordinary expenses and acquired fund fees and expenses) so that such expenses do not exceed 1.60% for Class A Shares, 2.35% for Class C Shares and 1.35% for Class I Shares through January 31, 2017. Following the contractual period, the adviser may discontinue these expense reimbursement arrangements at any time. Under certain conditions, the adviser may recapture operating expenses reimbursed under these arrangements for a period of three years following the time such reimbursement occurred.

Under “Fees and Expenses, the “Example” table is hereby replaced with the following:

	Share Status	1 Year		3 Years		5 Years		10 Years
Class A	Sold or Held	$	730	$	1,088	$	1,470	$	2,537
Class C	Sold	$	340	$	772	$	1,331	$	2,854
	Held	$	240	$	772	$	1,331	$	2,854
Class I	Sold or Held	$	139	$	468	$	819	$	1,810

In the first table in the section “More Information About Fund Expenses” on page 128 of the statutory prospectus, the row corresponding to the fund is hereby replaced with the following.

	Class A Shares	Class B Shares	Class C Shares	Class I Shares	Class R6 Shares	Class T Shares	Through Date
Virtus Emerging Markets Equity Income Fund	1.60%	N/A	2.35%	1.35%	N/A	N/A	January 31, 2017

In the second table in the section “More Information About Fund Expenses” on page 129 of the statutory prospectus, the row corresponding to the fund is hereby replaced with the following:

	Class A Shares	Class B Shares	Class C Shares	Class I Shares	Class R6 Shares	Class T Shares
Virtus Emerging Markets Equity Income Fund**	1.77%	N/A	2.52%	1.52%	N/A	N/A

** Rates shown reflect prior expense reimbursement arrangements.

Investors should retain this supplement with the Prospectuses for future reference.

VOT 8020/EMEI NewExpCap (11/16)

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301-9668

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Nancy J. Engberg, Vice President and Chief Compliance Officer

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl Street

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services	1-800-243-1574
Adviser Consulting Group	1-800-243-4361
Website	Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

P.O. Box 9874

Providence, RI 02940-8074

For more information about Virtus Mutual Funds,

please call your financial representative, or contact us

at 1-800-243-1574 or Virtus.com.

8032 11-16

ANNUAL REPORT

Virtus Emerging Markets Opportunities Fund

September 30, 2016

TRUST NAME: VIRTUS OPPORTUNITIES TRUST

Not FDIC Insured

No Bank Guarantee

May Lose Value

Table of Contents

Virtus Emerging Markets Opportunities Fund

(“Emerging Markets Opportunities Fund”)

Message to Shareholders	1
Disclosure of Fund Expenses	2
Key Investment Terms	4
Fund Summary	6
Schedule of Investments	10
Statement of Assets and Liabilities	13
Statements of Operations	14
Statements of Changes in Net Assets	15
Financial Highlights	16
Notes to Financial Statements	20
Report of Independent Registered Public Accounting Firm	31
Tax Information Notice	32
Fund Management Tables	33

PROXY VOTING PROCEDURES AND VOTING RECORD (FORM N-PX)

The subadvisers vote proxies relating to portfolio securities in accordance with procedures that have been approved by the Board of Trustees of the Trust (“Trustees,” or the “Board”). You may obtain a description of these procedures, along with information regarding how the Fund voted proxies during the most recent 12-month period ended June 30, free of charge, by calling toll-free 1-800-243-1574. This information is also available through the Securities and Exchange Commission’s (the “SEC”) website at http://www.sec.gov.

FORM N-Q INFORMATION

The Trust files a complete schedule of portfolio holdings for the Fund with the SEC for the first and third quarters of each fiscal year on Form N-Q. Form N-Q is available on the SEC’s website at http://www.sec.gov. Form N-Q may be reviewed and copied at the SEC’s Public Reference Room. Information on the operation of the SEC’s Public Reference Room can be obtained by calling toll-free 1-800-SEC-0330.

This report is not authorized for distribution to prospective investors in the Virtus Emerging Markets Opportunities Fund unless preceded or accompanied by an effective prospectus which includes information concerning the sales charge, the Fund’s record and other pertinent information.

MESSAGE TO SHAREHOLDERS

To Virtus Emerging Markets Opportunities Fund Shareholders:

	I am pleased to present this report that reviews the performance of your fund for the nine months ended September 30, 2016. Equities plummeted in early 2016, but stabilizing oil prices and the Federal Reserve’s (“the Fed”) softened stance on further rate hikes for 2016 sparked a rally in mid-February that lasted until June. The U.K.’s June 23 “Brexit” decision to leave the European Union triggered a selloff that was largely short-lived. Calm was restored by better-than-expected corporate earnings, an improving global economic picture, and reassurance that the world’s central banks would continue to provide monetary stimulus. By the end of September, U.S. equity markets had recovered much of their losses, and the nine-month period was positive for many asset classes.
For the nine months ended September 30, 2016, U.S. small-cap stocks, as measured by the 11.46% return of the Russell 2000® Index, outperformed the 7.84% return of the S&P 500® Index of U.S. large-cap stocks. Within international equities, emerging markets significantly outperformed their developed peers, with the MSCI Emerging Markets Index (net) up 16.02%, while the MSCI EAFE® Index (net) returned 1.73%. Demand for U.S. Treasuries remained strong, driven by foreign investors seeking safe havens and yield in light of the negative interest rate environment in many international economies. On September 30, 2016, the benchmark 10-year U.S. Treasury yielded 1.60% compared with 2.27% on December 31, 2015. For the nine months ended September 30, 2016, the broader U.S. fixed income market, as represented by the Bloomberg Barclays U.S. Aggregate Bond Index, which tracks Treasuries and other investment-grade debt securities, gained 5.80%, while non-investment grade bonds rose 15.11%, as measured by the Bloomberg Barclays U.S. Corporate High Yield Bond Index. The strength of the global economy will likely remain a leading concern for markets in the months ahead, and investors will watch with great interest the actions of the Fed and other major central banks. The U.S. economy’s continued growth, as evidenced by recent strong jobs, housing, and consumer spending data, should give investors reason for optimism, but future market direction will be determined largely by the ability of corporations to continue to produce robust earnings. Market uncertainty is an ever-present reminder of the importance of portfolio diversification, including exposure to both traditional and alternative asset classes. While diversification cannot guarantee a profit or prevent a loss, owning a variety of asset classes may cushion your portfolio against inevitable market fluctuations. Your financial advisor can help you ensure that your portfolio is adequately diversified across asset classes and investment strategies. As always, thank you for entrusting Virtus with your assets. Should you have questions about your account or require assistance, please visit our website at Virtus.com, or call our customer service team at 1-800-243-1574. We appreciate your business and remain committed to your long-term financial success.
Sincerely, George R. Aylward President, Virtus Mutual Funds October 2016 Performance data quoted represents past results. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

1

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

DISCLOSURE OF FUND EXPENSES (Unaudited)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

We believe it is important for you to understand the impact of costs on your investment. All mutual funds have operating expenses. As a shareholder of the Emerging Markets Opportunities Fund (the “Fund”), you may incur two types of costs: (1) transaction costs, including sales charges on purchases of Class A shares and contingent deferred sales charges on Class C shares; and (2) ongoing costs, including investment advisory fees; distribution and service fees; and other expenses. Class I shares and Class R6 shares are sold without sales charges and Class R6 shares do not incur distribution and service fees. For further information regarding applicable sales charges, see Note 1 in the Notes to Financial Statements. These examples are intended to help you understand your ongoing costs (in dollars) of investing in a Fund and to compare these costs with the ongoing costs of investing in other mutual funds. These examples are based on an investment of $1,000 invested at the beginning of the period and held for the entire six-month period. The following Expense Table illustrates your Fund’s costs in two ways.

Actual Expenses

The first section of the accompanying table provides information about actual account values and actual expenses. You may use the information in this section, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number given for your Fund under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during the period.

Hypothetical Example for Comparison Purposes

The second section of the accompanying table provides information about hypothetical account values and hypothetical expenses based on the Fund’s actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not your Fund’s actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in your Fund and other funds. To do so, compare these 5% hypothetical examples with the 5% hypothetical examples that appear in the shareholder reports of the other funds.

Please note that the expenses shown in the accompanying table are meant to highlight your ongoing costs only and do not reflect any transactional costs, such as sales charges or contingent deferred sales charges. Therefore, the second section of the accompanying table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher. The calculations assume no shares were bought or sold during the period. Your actual costs may have been higher or lower, depending on the amount of your investment and the timing of any purchases or redemptions.

2

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

DISCLOSURE OF FUND EXPENSES (Unaudited) (Continued)

FOR THE SIX-MONTH PERIOD OF APRIL 1, 2016 TO SEPTEMBER 30, 2016

Expense Table
	Beginning Account Value April 1, 2016		Ending Account Value September 30, 2016		Annualized Expense Ratio			Expenses Paid During  Period*
Emerging Markets Opportunities Fund
Actual
Class A	$	1,000.00	$	1,116.10		1.61	%	$	8.52
Class C		1,000.00		1,113.30		2.36			12.47
Class I		1,000.00		1,117.90		1.35			7.15
Class R6		1,000.00		1,119.00		1.23			6.52
Hypothetical (5% return before expenses)
Class A		1,000.00		1,016.95		1.61			8.12
Class C		1,000.00		1,013.20		2.36			11.88
Class I		1,000.00		1,018.25		1.35			6.81
Class R6		1,000.00		1,018.85		1.23			6.21

* Expenses are equal to the Fund’s annualized expense ratio, which is net of waived fees and reimbursed expenses, if applicable, multiplied by the average account value over the period, multiplied by the number of days (183) expenses were accrued in the most recent fiscal half-year, then divided by 366 to reflect the one-half year period.

The Fund may invest in other funds, and the annualized expense ratios noted above do not reflect fees and expenses associated with the underlying funds. If such fees and expenses had been included, the expenses would have been higher.

You can find more information about the Fund’s expenses in the Financial Statements section that follows. For additional information on operating expenses and other shareholder costs, refer to the current prospectus.

3

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

KEY INVESTMENT TERMS

SEPTEMBER 30, 2016 (Unaudited)

American Depositary Receipt (ADR)

Represents shares of foreign companies traded in U.S. dollars on U.S. exchanges that are held by a U.S. bank or a trust. Foreign companies use ADRs in order to make it easier for Americans to buy their shares.

Bloomberg Barclays U.S. Aggregate Bond Index

The Bloomberg Barclays U.S. Aggregate Bond Index measures the U.S. investment-grade fixed-rate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Bloomberg Barclays U.S. Corporate High Yield Bond Index

The Bloomberg Barclays U.S. Corporate High Yield Bond Index measures the U.S. dollar-denominated, high yield, fixed-rate corporate bond market. The index is calculated on a total return basis. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Exchange-Traded Funds (ETF)

A fund that is traded on a stock exchange. Most ETFs have a portfolio of stocks or bonds that track a specific market index.

Federal Reserve (the Fed)

The Central bank of the United States, responsible for controlling the money supply, interest rates and credit with the goal of keeping the U.S. economy and currency stable. Governed by a seven-member board, the system includes 12 regional Federal Reserve Banks, 25 branches and all national and state banks that are part of the system.

MSCI EAFE^® Index (net)

The MSCI EAFE^® Index (net) is a free float-adjusted market capitalization-weighted index that measures developed foreign market equity performance, excluding the U.S. and Canada. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

MSCI Emerging Markets Index (net)

The MSCI Emerging Markets Index (net) is a free float-adjusted market capitalization-weighted index designed to measure equity market performance in the global emerging markets. The index is calculated on a total return basis with net dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

Russell 2000^® Index

The Russell 2000^® Index is a market capitalization-weighted index of the 2,000 smallest companies in the Russell Universe, which comprises the 3,000 largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and is not available for direct investment.

4

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

KEY INVESTMENTS TERMS (Continued)

SEPTEMBER 30, 2016 (Unaudited)

S&P 500^® Index

The S&P 500^® Index is a free-float market capitalization-weighted index of 500 of the largest U.S. companies. The index is calculated on a total return basis with dividends reinvested. The index is unmanaged, its returns do not reflect any fees, expenses, or sales charges, and it is not available for direct investment.

Sponsored ADR (American Depositary Receipt)

An ADR which is issued with the cooperation of the company whose stock will underlie the ADR. Sponsored ADRs generally carry the same rights normally given to stockholders, such as voting rights. ADRs must be sponsored to be able to trade on a major U.S. exchange such as the New York Stock Exchange (“NYSE”).

5

EMERGING MARKETS OPPORTUNITIES FUND (Unaudited)   Fund Summary Portfolio Manager Commentary by Vontobel Asset Management, Inc. Ticker Symbols: A Share: HEMZX C Share: PICEX I Share: HIEMX R6 Share: VREMX

¢ The Fund is diversified and has an investment objective of capital appreciation. There is no guarantee that the Fund will achieve its objective.

Effective September 23, 2016, Virtus Emerging Markets Opportunities Fund was reorganized as a series of the Virtus Opportunities Trust and changed its fiscal year end from December 31 to September 30. As a result the commentary addresses nine months of performance through September 30.

¢ For the fiscal period January 1 through September 30, 2016, the Fund’s Class A shares at NAV returned 14.06%*, Class C shares at NAV returned 13.56%*, Class I shares at NAV returned 14.29%* and Class R6 shares returned 14.40%*. For the same period the MSCI Emerging Markets Index (net) which serves as the broad-based and style specific benchmark index appropriate for comparison returned 16.02%*.

* Returns less than 1 year are not annualized.

All performance figures assume reinvestment of distributions and exclude the effect of sales charges. Past performance is no guarantee of future results, and current performance may be higher or lower than the performance shown above.

How did the market perform during the Fund’s nine-month fiscal period?

During the nine months ended September 30, 2016, the MSCI Emerging Markets Index (total return net dividends) was positive in the fiscal second quarter, flat in the fiscal third quarter, and positive in the fiscal fourth quarter.

Emerging market equities rebounded in the early months of 2016, driven by stronger commodity prices, a sharp rise in many emerging market currencies, and lower expectations for U.S. rate increases. The rally reversed in May as investors digested waning commodities prices, the prospect of a U.S. interest rate hike, and the

potential impact of a change in government in Brazil after President Dilma Rousseff was suspended from office. Emerging markets rebounded over the summer as lower-than-expected interest rates in the United States continued to support demand for higher-yielding assets in the emerging world. Improved capital flows helped some emerging market currencies recover lost ground relative to the U.S. dollar, and stabilizing commodity prices helped a number of markets during the final months of the period.

What factors affected the Fund’s performance during the nine-month fiscal period?

The following discussion highlights the specific stocks that provided the largest contribution to the Fund’s absolute performance and those that were the largest detractors during the nine months ended September 30, 2016. As bottom-up stock pickers, we hope that investors find this useful and gain a greater understanding of how we invest their capital.

Stocks that Helped Absolute Performance

¢ Tencent Holdings Limited (China) – A major Internet platform in China, Tencent has had a strong presence in online gaming, instant messaging, and has been one of the country’s largest web portals. The company performed well after reporting solid earnings for the second calendar quarter of 2016 that topped estimates, due to strong performance in mobile games, online advertising, and cloud services. The sharp rise of subscription-based revenue in areas such as music and video also contributed to performance. Tencent Holdings has been successful in providing popular services to attract new users and creating a network effect to maintain existing users. Expectations have been growing that the company will be able to successfully monetize its OTT application, “WeChat,” through advertising revenue. Online gaming has been its

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

6

EMERGING MARKETS OPPORTUNITIES FUND (Unaudited) (Continued)

largest contributor to revenue, but Tencent also has generated sales through fee-based social networks, advertising, and e-commerce. The gaming revenues have benefited from operating the dominant social networking platform by directing traffic to the gaming platform. This has translated into strong sales, as well as earnings growth.

¢ Alibaba Group Holdings (China) – As the leading e-commerce platform operator in China, Alibaba has had a dominant market share in terms of overall gross merchandise volume (GMV). It has had multiples larger in GMV compared to the second biggest player in China, JD.com. The key advantage that Alibaba has had versus competitors is that it has had the widest number of vendors, which in turn has attracted a massive pool of buyers. Other markets like Japan and the U.S. have shown that it is difficult to displace a player who has a significant supplier/merchant advantage. This allows buyers to have access to the widest base of vendors and available inventory at the most competitive prices in almost any category. Further, by segmenting the market to lower-priced merchants (Taobao) and more established/ trustworthy merchants in Tmall, we believe Alibaba can cater to a wider base of consumers. There is also the tailwind from e-commerce penetration in China that is still in its relatively early stages. Given the fast take-up of smartphone penetration, as of the Fund’s fiscal year-end, we believe there is the potential for this to increase significantly, and Alibaba is in prime position to benefit.

Alibaba’s shares soared in August after delivering strong results for its first fiscal quarter of 2017 that exceeded expectations. China retail revenue (which is the pure e-commerce segment) grew 49%, and that was on the back of GMV growth of 24%, the fastest revenue growth since the company’s initial public offering in September 2014. The

main driver has been the improvement in the company’s monetization rate, with mobile monetization now marginally overtaking desktop at 2.8%. The biggest driver of monetization has been the mix shift to Tmall, which consumers are migrating to as it has higher quality branded merchants. This has been growing at close to double the rate of its Taobao website, and with monetization that we estimate is four times the level of Taobao. The company has also been increasing ad loads off a low level, and getting higher clicks per minute (CPMs) as they provide advertisers with better targeted audiences and higher conversion rates particularly on mobile.

Stocks that Hurt Absolute Performance

¢ Cipla (India) – Cipla is one of the largest pharmaceutical companies in India. In the first quarter of 2016, Cipla reported earnings results that were below consensus expectations. We sold the company on weak business fundamentals.

¢ Wal-mart de Mexico (“Walmex”) (Mexico) – Walmex is the premier Mexican retailer. Unlike Wal-Mart in the United States, which offers cheap prices but not the best shopping environment, Walmex offers both low prices and a better shopping experience than most stores in the country. The company has had no net debt, effective working capital management, and has generated strong cash flow. Walmex reported a solid second quarter, consistent with retail sales data. However, results were below consensus estimates, so expectations for slower growth was confirmed, taking some near-term momentum out of the stock. The stock came under pressure due to uncertainty linked to the weaker Mexican peso and the U.S. election, with protectionist fears hurting local Mexico consumer sentiment. The company confirmed it will increase some logistics spending as it ramps up its e-commerce platform. Walmex also confirmed its confidence in

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

7

EMERGING MARKETS OPPORTUNITIES FUND (Unaudited) (Continued)

the brand expansion into five neighboring counties, leveraging its scale and distribution. As of the end of the Fund’s fiscal year, we still believe the company remains the top quality retail operator with a highly defensible franchise set to launch its online platform, great pricing power as the quality offering in Mexican retail, a coherent business strategy to grow consumer wallet share, and leverage its economies of scale.

The preceding information is the opinion of portfolio management only through the end of the period of the report as stated on the cover. Any such opinions are subject to change at any time based upon market or other conditions and should not be relied upon as investment advice.

Equity Securities: The market price of equity securities may be adversely affected by financial market, industry, or issuer-specific events. Focus on a particular style or on small or medium-sized companies may enhance that risk.

Foreign & Emerging Markets: Investing internationally, especially in emerging markets, involves additional risks such as currency, political, accounting, economic, and market risk.

Geographic Concentration: A fund that focuses its investments in a particular geographic location will be highly sensitive to financial, economic, political, and other developments affecting the fiscal stability of that location.

Industry/Sector Concentration: A fund that focuses its investments in a particular industry or sector will be more sensitive to conditions that affect that industry or sector than a non-concentrated fund.

Prospectus: For additional information on risks, please see the Fund’s prospectus.

ASSET ALLOCATION
The following table presents asset allocations within certain sectors as a percentage of total investments at September 30, 2016.
Consumer Staples	42	%
Financials	20
Information Technology	19
Consumer Discretionary	8
Health Care	3
Telecommunication Services	3
Real Estate	2
Other (includes short-term investments and securities lending collateral)	3
Total	100	%

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

8

EMERGING MARKETS OPPORTUNITIES FUND (Continued)

Average Annual Total Returns1 for periods ended 09/30/16
	1 Year			5 Years			10 Years			Since Inception			Inception Date
Class A Shares at NAV2		15.38	%		5.45	%		6.70	%		—			—
Class A Shares at POP3,4		8.74			4.21			6.07			—			—
Class C Shares at NAV2 and CDSC4		14.64			4.67			5.92			—
Class I Shares at NAV		15.75			5.72			6.96			—			—
Class R6 Shares at NAV		15.87			—			—			-0.04	%		11/12/14
MSCI Emerging Markets Index (net)*		16.78			3.03			3.94			-2.68	5		—
S&P 500® Index*		15.43			16.37			7.24			5.56	5		—

Fund Expense Ratios⁶: A Shares 1.56%; C Shares 2.31%; I Shares: 1.31%; R6 Shares 1.18%.

All returns represent past performance which is no guarantee of future results. Current performance may be higher or lower than the performance shown. The investment return and principal value of an investment will fluctuate so that an investor’s shares, when redeemed, may be worth more or less than their original cost. The above table and graph below do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of shares. Please visit Virtus.com for performance data current to the most recent month-end.

¹  Total returns are historical and include changes in share price and the reinvestment of both dividends and capital gains distributions.

²  “NAV” (Net Asset Value) total returns do not include the effect of any sales charge.

³  “POP” (Public Offering Price) total returns include the effect of the maximum front-end 5.75% sales charge.

⁴  “CDSC” (Contingent Deferred Sales Charge) is applied to redemptions of certain classes of shares that do not have a sales charge applied at the time of purchase. CDSC charges for certain redemptions of Class A shares and all redemptions of Class C shares are 1% within the first year and 0% thereafter.

⁵  The since inception index returns are from the inception date of Class R6 shares.

⁶  The expense ratios of the Fund, both net and gross, are set forth according to the prospectus for the Fund effective September 23, 2016, as supplemented and revised, and may differ from the expense ratios disclosed in the Financial Highlights tables in this report. See the Financial Highlights for more current expense ratios. Expense ratios reflect fees and expenses associated with the underlying funds.

* The MSCI Emerging Markets Index (net) is an appropriate Broad Based Index. The Fund is no longer using the S&P 500^® Index.

Growth of $10,000 For periods ended 9/30

This chart assumes an initial investment of $10,000 made on September 30, 2006, for Class A, Class C and Class I shares including any applicable sales charges or fees. The performance of Class C shares may be greater or less than that shown based on differences in inception dates, fees, and sales charges. Performance assumes reinvestment of dividends and capital gain distributions.

The indexes are unmanaged and not available for direct investment; therefore, their performance does not reflect the expenses associated with active management of an actual portfolio.

For information regarding the indexes and certain investment terms, see the Key Investment Terms starting on page 4.

9

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES			VALUE
COMMON STOCKS—96.6%
Consumer Discretionary—7.7%
Kangwon Land, Inc. (South Korea)		2,060,668		$	73,634
Las Vegas Sands Corp. (United States)		2,103,223			121,020
Matahari Department Store Tbk PT (Indonesia)		72,580,113			103,059
Naspers Ltd. Class N (South Africa)		1,220,346			211,229
New Oriental Education & Technology Group, Inc. Sponsored ADR (Cayman Islands)(2)		1,610,838			74,678
					583,620
Consumer Staples—41.1%
Ambev S.A. Sponsored ADR (Brazil)		46,869,454			285,435
AmorePacific Corp. (South Korea)		466,833			165,549
Anheuser-Busch InBev N.V. (Belgium)		575,891			75,432
British American Tobacco Bhd (Malaysia)		1,691,314	(4)		20,097
British American Tobacco plc (United Kingdom)		6,899,201	(3)		441,222
Colgate Palmolive India Ltd. (India)		1,626,621			23,734
CP ALL PCL (Thailand)		110,847,000			197,163
Fomento Economico Mexicano SAB de C.V. Sponsored ADR (Mexico)		2,896,456			266,590
Hanjaya Mandala Sampoerna Tbk PT (Indonesia)		303,382,500			91,878
Heineken N.V. (Netherlands)		1,720,107			151,318
Hindustan Unilever Ltd. (India)		7,738,511			100,963

	SHARES		VALUE
Consumer Staples (continued)
ITC Ltd. (India)		82,213,347	$	298,341
LG Household & Health Care Ltd. (South Korea)		134,105		116,705
President Chain Store Corp. (Taiwan)		6,724,158		53,557
SABMiller plc (South Africa)		4,768,140		275,195
Thai Beverage PCL (Thailand)		121,848,700		86,794
Unilever Indonesia Tbk PT (Indonesia)		17,530,457		59,933
Unilever N.V. CVA (Netherlands)		4,889,450		225,608
Wal-Mart de Mexico SAB de CV (Mexico)		78,899,133		172,734
				3,108,248
Energy—1.0%
Ultrapar Participacoes S.A. (Brazil)		3,371,571		74,633
Financials—19.5%
Bank Central Asia Tbk PT (Indonesia)		104,509,793		126,057
Bank Pekao SA (Poland)		2,212,071		71,559
BB Seguridade Participacoes (Brazil)		8,545,096		78,826
Grupo Financiero Santander Mexico SAB de C.V. ADR, B Shares (Mexico)		9,816,747		86,387
Hong Kong Exchanges & Clearing Ltd. (Hong Kong)		1,013,498		26,823
Housing Development Finance Corp. (India)		14,634,001		306,948
Housing Development Finance Corp. Bank Ltd. (India)		18,255,241		349,572
Housing Development Finance Corp. Bank Ltd. ADR (India)		563,699		40,524

See Notes to Financial Statements

10

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
Financials (continued)
Public Bank Bhd (Malaysia)		23,794,000	$	114,091
Remgro Ltd. (South Africa)		6,006,565		100,482
Samsung Fire & Marine Insurance Co., Ltd. (South Korea)		315,968		80,478
United Overseas Bank Ltd. (Singapore)		6,934,600		96,209
				1,477,956
Health Care—3.3%
Dr. Reddy’s Laboratories Ltd. (India)		1,102,230		51,433
Dr. Reddy’s Laboratories Ltd. ADR (India)(5)		360,312		16,726
Mediclinic International plc (United Kingdom)		6,150,558		74,291
Sun Pharmaceutical Industries Ltd. (India)		9,677,687		108,184
				250,634
Industrials—1.5%
Grupo Aeroportuario del Pacifico SAB de C.V. Class B (Mexico)		2,346,605		22,308
Korea Aerospace Industries Ltd. (South Korea)		1,274,987		88,855
				111,163
Information Technology—18.3%
Alibaba Group Holding Ltd. Sponsored ADR (China)(2)		3,420,134		361,816
Cielo S.A. (Brazil)		15,952,354		160,301
NetEase, Inc. ADR (China)		695,364		167,430

	SHARES		VALUE
Information Technology (continued)
Taiwan Semiconductor Manufacturing Co., Ltd. (Taiwan)		18,944,492	$	111,358
Taiwan Semiconductor Manufacturing Co., Ltd. Sponsored ADR (Taiwan)		3,146,244		96,243
Tata Consultancy Services Ltd. (India)		4,757,516		173,864
Tencent Holdings Ltd. (Cayman Islands)		11,328,516		314,956
				1,385,968
Real Estate—1.6%
Link REIT (The) (Hong Kong)		16,364,861		120,807
Telecommunication Services—2.6%
Telekomunikasi Indonesia Persero Tbk PT (Indonesia)		579,195,465		192,865
TOTAL COMMON STOCKS (Identified Cost $6,423,862)				7,305,894
TOTAL LONG TERM INVESTMENTS—96.6%
(Identified Cost $6,423,862)				7,305,894
SHORT-TERM INVESTMENT—0.5%
Money Market Mutual Fund—0.5%
JPMorgan U.S. Government Money Market Fund –Institutional Shares (seven-day effective yield 0.360%)(7)		41,135,789		41,136
TOTAL SHORT-TERM INVESTMENT (Identified Cost $41,136)				41,136

See Notes to Financial Statements

11

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

SCHEDULE OF INVESTMENTS (Continued)

SEPTEMBER 30, 2016

($ reported in thousands)

	SHARES		VALUE
SECURITIES LENDING COLLATERAL—0.2%
INVESCO Trust Short-Term Investments Liquid Assets Portfolio (The) – Institutional Shares (seven-day effective yield 0.390%)(6)(7)		12,243,680	$	12,244
TOTAL SECURITIES LENDING COLLATERAL
(Identified Cost $12,244)				12,244
TOTAL INVESTMENTS—97.3% (Identified Cost $6,477,242)				7,359,274	(1)
Other assets and liabilities, net—2.7%				204,658
NET ASSETS—100.0%			$	7,563,932

Abbreviations:

ADR American Depositary Receipt

REIT Real Estate Investment Trust

FOOTNOTE LEGEND:

⁽¹⁾  Federal Income Tax Information: For tax information at September 30, 2016, see Note 8 Federal Income Tax Information in the Notes to Financial Statements.

⁽²⁾  Non-income producing.

⁽³⁾  Shares traded on Johannesburg Exchange.

⁽⁴⁾  Shares traded on London Exchange.

⁽⁵⁾  All or a portion of security is on loan.

⁽⁶⁾  Represents security purchased with cash collateral received for securities on loan.

⁽⁷⁾  Shares of these funds are publicly offered and the prospectus and annual reports of each are publicly available.

Country Weightings (Unaudited)†
India	20	%
Brazil	8
South Africa	8
Indonesia	8
Mexico	8
China	7
South Korea	7
Other	34
Total	100	%

† % of total investments as of September 30, 2016

The following table provides a summary of inputs used to value the Fund’s investments as of September 30, 2016 (See Security Valuation Note 2A in the Notes to Financial Statements):

	Total Value at September 30, 2016		Level 1 Quoted Prices		Level 2 Significant Observable Inputs
Equity Securities:
Common Stocks	$	7,305,894	$	3,483,684	$	3,822,210
Securities Lending Collateral		12,244		12,244		—
Short-term Investment		41,136		41,136		—
Total Investments	$	7,359,274	$	3,537,064	$	3,822,210

There are no Level 3 (significant unobservable inputs) priced securities.

Securities held by the fund with an end of period value of $275,195 were transferred from Level 1 to Level 2 and securities held by the fund with an end of period value of $106,891 were transferred from Level 2 to Level 1 based on out valuation procedures for non U.S. securities (see Note 2A in the Notes to Financial Statements for more information)

See Notes to Financial Statements

12

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

STATEMENT OF ASSETS AND LIABILITIES

SEPTEMBER 30, 2016

(Reported in thousands except shares and per share amounts)

Assets
Investment in securities at value(1)(3)	$	7,359,274
Foreign currency at value(2)		5,094
Cash		275,000
Receivables
Investment securities sold		23,982
Fund shares sold		19,420
Dividends and interest receivable		58
Securities lending receivable		3
Prepaid expenses		211
Prepaid trustee retainer		103
Other assets		101
Total assets		7,683,246
Liabilities
Payables
Fund shares repurchased		19,334
Investment securities purchased		77,269
Collateral on securities loaned		12,244
Investment advisory fees		5,975
Distribution and service fees		401
Administration fees		758
Transfer agent fees and expenses		2,306
Trustees’ fees and expenses		89
Professional fees		46
Trustee deferred compensation plan		101
Other accrued expenses		791
Total liabilities		119,314
Net Assets	$	7,563,932
Net Assets Consist of:
Common stock $0.001 par value	$	743
Capital paid in on shares of beneficial interest		7,440,659
Accumulated undistributed net investment income (loss)		25,349
Accumulated undistributed net realized gain (loss)		(784,900	)
Net unrealized appreciation (depreciation) on investments		882,081
Net Assets	$	7,563,932
Class A
Net asset value (net assets/shares outstanding) per share	$	9.90
Maximum offering price per share NAV/(1–5.75%)	$	10.50
Shares of beneficial interest outstanding, unlimited authorization		109,286,346
Net Assets	$	1,082,242
Class C
Net asset value (net assets/shares outstanding) and offering price per share	$	9.63
Shares of beneficial interest outstanding, unlimited authorization		23,083,431
Net Assets	$	222,221
Class I
Net asset value (net assets/shares outstanding) and offering price per share	$	10.24
Shares of beneficial interest outstanding, unlimited authorization		606,672,241
Net Assets	$	6,214,272
Class R6
Net asset value (net assets/shares outstanding) and offering price per share	$	10.25
Shares of beneficial interest outstanding, unlimited authorization		4,409,492
Net Assets	$	45,197
(1) Investment in securities at cost	$	6,477,242
(2) Foreign currency at cost		5,094
(3) Market value of securities on loan		12,041

See Notes to Financial Statements

13

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

STATEMENTS OF OPERATIONS

($ reported in thousands)

	Fiscal Period Ended September 30, 2016(2)			Year Ended December 31, 2015
Investment Income
Dividends	$	123,861		$	240,159
Security lending, net of fees		138			91
Foreign taxes withheld		(5,688	)		(11,057	)
Total investment income		118,311			229,193
Expenses
Investment advisory fees		57,321			95,290
Distribution and service fees, Class A		1,454			2,006
Distribution and service fees, Class C		1,607			2,452
Distribution fees, Class I		—			1,382
Administration fees		7,563			12,110
Transfer agent fees and expenses		10,834			17,075
Custodian fees		1,580			3,834
Printing fees and expenses		1,694			717
Trustees’ fees and expenses		583			478
Registration fees		253			285
Professional fees		204			124
Miscellaneous expenses		484			566
Total expenses		83,577			136,319
Less expenses reimbursed by investment adviser and/(or) distributor		—			(1,382	)
Earnings credit from custodian		(536	)		(38	)
Low balance account fees		—	(1)		—
Net expenses		83,041			134,899
Net investment income (loss)		35,270			94,294
Net Realized and Unrealized Gain (Loss) on Investments
Net realized gain (loss) on investments		20,544			(756,362	)
Net realized gain (loss) on foreign currency transactions		(3,387	)		(13,839	)
Net change in unrealized appreciation (depreciation) on investments		912,262			(339,055	)
Net change in unrealized appreciation (depreciation) on foreign currency translation		1,512			(1,176	)
Net change in foreign taxes on unrealized capital gains		—			4,337
Net gain (loss) on investments		930,931			(1,106,095	)
Net increase (decrease) in net assets resulting from operations	$	966,201		$	(1,011,801	)

⁽¹⁾  Amount is less than $500.

⁽²⁾  The Fund changed its fiscal year end to September 30 during the period.

See Notes to Financial Statements

14

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

STATEMENTS OF CHANGES IN NET ASSETS

($ reported in thousands)

	Fiscal Period Ended September 30, 2016(3)			Year Ended December 31, 2015			Year Ended December 31, 2014
INCREASE/(DECREASE) IN NET ASSETS
From Operations
Net investment income (loss)	$	35,270		$	94,294		$	65,058
Net realized gain (loss)		17,157			(770,201	)		(22,763	)
Net change in unrealized appreciation (depreciation)		913,774			(335,894	)		289,719
Increase (decrease) in net assets resulting from operations		966,201			(1,011,801	)		332,014
From Distributions to Shareholders
Net investment income, Class A		—			(5,106	)		(5,770	)
Net investment income, Class C		—			—			(194	)
Net investment income, Class I		—			(81,136	)		(63,020	)
Net investment income, Class R6		—			(358	)		(1	)
Net realized long-term gains, Class A		—			—			(11,495	)
Net realized long-term gains, Class C		—			—			(2,358	)
Net realized long-term gains, Class I		—			—			(69,577	)
Net realized long-term gains, Class R6		—			—			—	(1)
Decrease in net assets from distributions to shareholders		—			(86,600	)		(152,415	)
From Share Transactions
Sale of shares
Class A (54,614, 45,415, 39,977)		513,358			426,955			390,454
Class C (2,986, 9,993, 6,261)		26,602			92,797			60,377
Class I (224,369, 573,808, 302,688)		2,042,674			5,590,072			3,053,397
Class R6 (4,035, 4,009, 10)		37,563			38,958			100
Reinvestment of distributions
Class A (0, 527, 1,626)		—			4,555			16,026
Class C (0, 0, 230)		—			—			2,226
Class I (0, 8,333, 11,523)		—			74,414			116,581
Class R6 (0, 39, —(2))		—			348			1
Shares repurchased
Class A (31,260, 40,498, 79,655)		(279,242	)		(373,105	)		(782,854	)
Class C (6,216, 8,084, 5,996)		(54,465	)		(72,343	)		(55,400	)
Class I (591,491, 374,295, 213,715)		(5,387,548	)		(3,524,585	)		(2,080,416	)
Class R6 (3,461, 222, 0)		(31,143	)		(2,054	)		—
Increase (decrease) in net assets from share transactions		(3,132,201	)		2,256,012			720,492
Net increase (decrease) in net assets		(2,166,000	)		1,157,611			900,091
Net Assets
Beginning of period		9,729,932			8,572,321			7,672,230
End of period	$	7,563,932		$	9,729,932		$	8,572,321
Accumulated undistributed net investment income (loss) at end of period	$	25,349		$	(6,533	)	$	(388	)

⁽¹⁾  Amount is less than $500.

⁽²⁾  Shares are less than 500.

⁽³⁾  The Fund changed its fiscal year end to September 30 during the period.

See Notes to Financial Statements

15

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain/(Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
Class A
1/1/16 to 9/30/16(11)		$	8.68		0.03			1.19			1.22			—			—			—
1/1/15 to 12/31/15			9.58		0.07			(0.91	)		(0.84	)		(0.06	)		—			(0.06	)
1/1/14 to 12/31/14			9.26		0.07			0.42			0.49			(0.06	)		(0.11	)		(0.17	)
1/1/13 to 12/31/13			10.00		0.08			(0.74	)		(0.66	)		(0.08	)		—	(3)		(0.08	)
1/1/12 to 12/31/12			8.44		0.07			1.57			1.64			(0.05	)		(0.03	)		(0.08	)
1/1/11 to 12/31/11			8.83		0.09			(0.37	)		(0.28	)		(0.04	)		(0.07	)		(0.11	)
Class C
1/1/16 to 9/30/16(11)		$	8.49		(0.02	)		1.16			1.14			—			—			—
1/1/15 to 12/31/15			9.37		—			(0.88	)		(0.88	)		—			—			—
1/1/14 to 12/31/14			9.08		(0.01	)		0.42			0.41			(0.01	)		(0.11	)		(0.12	)
1/1/13 to 12/31/13			9.82		0.01			(0.72	)		(0.71	)		(0.03	)		—	(3)		(0.03	)
1/1/12 to 12/31/12			8.31		—	(3)		1.56			1.56			(0.02	)		(0.03	)		(0.05	)
1/1/11 to 12/31/11			8.72		0.03			(0.37	)		(0.34	)		—	(3)		(0.07	)		(0.07	)

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

16

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Operating Expenses to Average Net Assets(6)			Ratio of Gross Operating Expenses   to Average Net Assets(6)			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
	1.22			$	9.90		14.06	%(9)		$	1,082,242		1.59	%(4)(8)		1.60	%(8)		0.40	%(8)		25	%(9)
	(0.90	)			8.68		(8.77	)			745,947		1.56			1.56	(10)		0.73			27
	0.32				9.58		5.23				770,941		1.55			1.55			0.71			28
	(0.74	)			9.26		(6.58	)			1,097,753		1.58			1.58			0.79			31
	1.56				10.00		19.62				1,208,195		1.60			1.60			0.78			28
	(0.39	)			8.44		(3.13	)			474,368		1.61			1.61			1.09			29
	1.14			$	9.63		13.56	%(9)		$	222,221		2.34	%(4)(8)		2.35	%(8)		(0.31	)%(8)		25	%(9)
	(0.88	)			8.49		(9.50	)			223,303		2.31			2.31	(10)		(0.01	)		27
	0.29				9.37		4.40				228,652		2.30			2.30			(0.13	)		28
	(0.74	)			9.08		(7.21	)			217,034		2.33			2.33			0.07			31
	1.51				9.82		18.66				203,974		2.35			2.35			0.01			28
	(0.41	)			8.31		(3.77	)			70,198		2.36			2.36			0.36			29

The footnote legend is at the end of the Financial Highlights.

See Notes to Financial Statements

17

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

	Net Asset Value, Beginning of Period			Net Investment Income (Loss)(2)			Net Realized and Unrealized Gain/(Loss)			Total from Investment Operations			Dividends from Net Investment Income			Distributions from Net Realized Gains			Total Distributions
Class I
1/1/16 to 9/30/16(11)		$	8.96		0.04			1.24			1.28			—			—			—
1/1/15 to 12/31/15			9.89		0.10			(0.95	)		(0.85	)		(0.08	)		—			(0.08	)
1/1/14 to 12/31/14			9.55		0.09			0.45			0.54			(0.09	)		(0.11	)		(0.20	)
1/1/13 to 12/31/13			10.31		0.11			(0.76	)		(0.65	)		(0.11	)		—	(3)		(0.11	)
1/1/12 to 12/31/12			8.70		0.10			1.62			1.72			(0.08	)		(0.03	)		(0.11	)
1/1/11 to 12/31/11			9.10		0.12			(0.38	)		(0.26	)		(0.07	)		(0.07	)		(0.14	)
Class R6
1/1/16 to 9/30/16(11)		$	8.96		0.05			1.24			1.29			—			—			—
1/1/15 to 12/31/15			9.89		0.08			(0.91	)		(0.83	)		(0.10	)		—			(0.10	)
11/12/14(5) to 12/31/14			10.42		(0.01	)		(0.45	)		(0.46	)		(0.06	)		(0.01	)		(0.07	)

See Notes to Financial Statements

18

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

FINANCIAL HIGHLIGHTS (Continued)

SELECTED PER SHARE DATA AND RATIOS FOR A SHARE OUTSTANDING

THROUGHOUT EACH PERIOD

Change in Net Asset Value			Net Asset Value, End of Period			Total Return(1)			Net Assets, End of Period (in thousands)			Ratio of Net Operating Expenses to Average Net Assets(6)			Ratio of Gross Operating Expenses   to Average Net Assets(6)			Ratio of Net Investment Income to Average Net Assets			Portfolio Turnover Rate
	1.28			$	10.24		14.29	%(9)		$	6,214,272		1.33	%(4)(8)		1.34	%(8)		0.64	%(8)		25	%(9)
	(0.93	)			8.96		(8.55	)			8,726,303		1.31			1.32	(10)		0.99			27
	0.34				9.89		5.54				7,572,633		1.30			1.35			0.85			28
	(0.76	)			9.55		(6.32	)			6,357,443		1.33			1.38			1.06			31
	1.61				10.31		19.88				5,352,379		1.35			1.40			0.99			28
	(0.40	)			8.70		(2.92	)			2,082,147		1.36			1.41			1.34			29
	1.29			$	10.25		14.40	%(9)		$	45,197		1.21	%(4)(8)		1.22	%(8)		0.72	%(8)		25	%(9)
	(0.93	)			8.96		(8.44	)			34,379		1.21			1.21	(10)		0.90			27
	(0.53	)			9.89		(4.60	)(9)			95		1.24	(8)		1.24	(8)		(0.41	)(8)		28	(7)(9)

Footnote Legend:

⁽¹⁾  Sales charges, where applicable, are not reflected in total return calculation.

⁽²⁾  Computed using average shares outstanding.

⁽³⁾  Amount is less than $0.005.

⁽⁴⁾  Net expense ratio includes extraordinary proxy expenses.

⁽⁵⁾  Inception date.

⁽⁶⁾  The Funds will indirectly bear their prorated share of expenses of the underlying funds in which they invest. Such expenses are not included in the calculation of this ratio.

⁽⁷⁾  Reported on Fund level not class level.

⁽⁸⁾  Annualized.

⁽⁹⁾  Not Annualized.

⁽¹⁰⁾  Earnings credits from Custodian were not material as reflected in the Statements of Operations, and had no impact on Financial Highlights.

⁽¹¹⁾  The Fund changed its fiscal year end to September 30 during the period.

See Notes to Financial Statements

19

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS

SEPTEMBER 30, 2016

Note 1. Organization

Virtus Opportunities Trust (the “Trust”) is organized as a Delaware statutory trust and is registered under the Investment Company Act of 1940, as amended (“1940 Act”), as an open-end management investment company.

As of the date of this report 31 funds of the Trust are offered for sale of which the Emerging Markets Opportunities Fund (the “Fund”) is reported in this annual report. The Fund’s investment objective is outlined in the Fund Summary Page. There is no guarantee that the Fund will achieve its objective.

The Fund offers Class A shares, Class C shares, Class I shares, and Class R6 shares.

Class A shares are sold with a front-end sales charge of up to 5.75% with some exceptions. Generally, Class A shares are not subject to any charges by the Fund when redeemed; however, a 1% contingent deferred sales charge (“CDSC”) may be imposed on certain redemptions made within a certain period following purchases on which a finder’s fee has been paid. The period for which the CDSC applies for the Fund is 18 months. The CDSC period begins on the last day of the month preceding the month in which the purchase was made.

Class C shares are generally sold with a 1% CDSC, applicable if redeemed within one year of purchase. Class I shares and Class R6 shares are sold without a sales charge.

Class R6 shares are only available to participants in employer-sponsored retirement plans, such as 401(k) plans, profit-sharing plans, defined benefit plans and other employer-directed plans. Class R6 shares do not carry sales commissions or pay Rule 12b-1 fees. No compensation, administrative payments, sub-transfer agency payments or service payments are paid to brokers or other entities from fund assets or the Distributor’s or an affiliate’s resources on sales of or investments in Class R6 Shares.

Virtus Mutual Funds may impose an annual fee on accounts having balances of less than $2,500. The small account fee may be waived in certain circumstances, as disclosed in the prospectuses and/or statements of additional information. The fees collected will be used to offset certain expenses of the Fund. These fees are reflected as “Low Balance Account Fees” in the Fund’s Statement of Operations for the period, as applicable.

Each class of shares has identical voting, dividend, liquidation and other rights and the same terms and conditions, except that each class bears different distribution and/or service fees under a Board approved Rule 12b-1 and/or shareholder service plan (“12b-1 plan”) and has exclusive voting rights with respect to such plan(s). Class I shares and Class R6 shares are not subject to a 12b-1 plan. Income and other expenses as well as realized and unrealized gains and losses of the Fund are borne pro rata by the holders of each class of shares.

Note 2. Significant Accounting Policies

The following is a summary of significant accounting policies consistently followed by the Trust in the preparation of its financial statements. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of increases and decreases in net assets from operations during the reporting period. Actual results could differ from those estimates, and those differences could be significant.

20

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

A. Security Valuation

Security valuation procedures for the Fund, which include nightly price variance, as well as back-testing such as bi-weekly unchanged price, monthly secondary source and transaction analysis, have been approved by the Board of Trustees (the “Board,” or the “Trustees”). All internally fair valued securities are approved by a valuation committee (the “Valuation Committee”) appointed by the Board. The Valuation Committee is comprised of certain members of management as identified to the Board and convenes independently from portfolio management. All internally fair valued securities are updated daily and reviewed in detail by the Valuation Committee monthly unless changes occur within the period. The Valuation Committee reviews the validity of the model inputs and any changes to the model. Quarterly fair valuations are reviewed by the Board.

The Fund utilizes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The Fund’s policy is to recognize transfers between levels at the end of the reporting period.

•    Level 1 – quoted prices in active markets for identical securities (security types generally include listed equities).

•    Level 2 – prices determined using other significant observable inputs (including quoted prices for similar securities, interest rates, prepayment speeds, credit risk, etc.).

•    Level 3 – prices determined using significant unobservable inputs (including the Valuation Committee’s own assumptions in determining the fair value of investments).

A description of the valuation techniques applied to the Fund’s major categories of assets and liabilities measured at fair value on a recurring basis is as follows:

Equity securities are valued at the official closing price (typically last sale) on the exchange on which the securities are primarily traded or, if no closing price is available, at the last bid price and are categorized as Level 1 in the hierarchy. Restricted equity securities and private placements that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Certain non-U.S. securities may be fair valued in cases where closing prices are not readily available or are deemed not reflective of readily available market prices. For example, significant events (such as movement in the U.S. securities market, or other regional and local developments) may occur between the time that non-U.S. markets close (where the security is principally traded) and the time that the Fund calculates its net asset value (“NAV”) (at the close of regular trading on the New York Stock Exchange (“NYSE”), generally 4 p.m. Eastern time) that may impact the value of securities traded in these non-U.S. markets. In such cases the Fund fair values non-U.S. securities using an independent pricing service which considers the correlation of the trading patterns of the non-U.S. security to the intraday trading in the U.S. markets for investments such as ADRs, financial futures, ETFs and certain indexes, as well as prices for similar securities. Such fair valuations are categorized as Level 2 in the hierarchy. Because the frequency of significant events is not predictable, fair valuation of certain non-U.S. common stocks may occur on a frequent basis.

Debt securities, including restricted securities, are valued based on evaluated quotations received from independent pricing services or from dealers who make

21

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

markets in such securities. For most bond types, the pricing service utilizes matrix pricing that considers one or more of the following factors: yield or price of bonds of comparable quality, coupon, maturity, current cash flows, type, and current day trade information, as well as dealer supplied prices. These valuations are generally categorized as Level 2 in the hierarchy. Structured debt instruments, such as mortgage-backed and asset-backed securities, may also incorporate collateral analysis and utilize cash flow models for valuation and are generally categorized as Level 2 in the hierarchy. Pricing services do not provide pricing for all securities and therefore indicative bids from dealers are utilized which are based on pricing models used by market makers in the security and are generally categorized as Level 2 in the hierarchy. Debt securities that are not widely traded, are illiquid, or are internally fair valued by the Valuation Committee, are generally categorized as Level 3 in the hierarchy.

Listed derivatives, such as options, that are actively traded are valued based on quoted prices from the exchange and are categorized as Level 1 in the hierarchy. Over-the-counter derivative contracts, which include forward currency contracts and equity-linked instruments, do not require material subjectivity as pricing inputs are observed from actively quoted markets and are categorized as Level 2 in the hierarchy.

Investments in open-end mutual funds are valued at NAV. Investments in closed-end funds are valued as of the close of regular trading on the NYSE each business day. Both are categorized as Level 1 in the hierarchy.

A summary of the inputs used to value the Fund’s net assets by each major security type is disclosed at the end of the Schedule of Investments for the Fund. The inputs or methodologies used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.

B. Security Transactions and Investment Income

Security transactions are recorded on the trade date. Realized gains and losses from the sale of securities are determined on the identified cost basis. Dividend income is recognized on the ex-dividend date or, in the case of certain foreign securities, as soon as the Fund is notified. Interest income is recorded on the accrual basis. The Fund amortizes premiums and accretes discounts using the effective interest method.

Any distributions from underlying funds are recorded in accordance with the character of the distributions as designated by the underlying funds.

C. Income Taxes

The Fund is treated as a separate taxable entity. It is the intention of the Fund to comply with the requirements of Subchapter M of the Internal Revenue Code and to distribute substantially all of its taxable income to its shareholders. Therefore, no provision for federal income taxes or excise taxes has been made.

The Fund may be subject to foreign taxes on income, gains on investments or currency repatriation, a portion of which may be recoverable. The Fund will accrue such taxes and recoveries as applicable based upon current interpretations of the tax rules and regulations that exist in the markets in which it invests.

Management of the Fund has concluded that there are no significant uncertain tax positions that would require recognition in the financial statements. As of September 30, 2016, the tax years that remain subject to examination by the major tax jurisdictions under the statute of limitations are from the year 2013 forward (with limited exceptions).

22

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

D. Distributions to Shareholders

Distributions are recorded by the Fund on the ex-dividend date. Income and capital gain distributions are determined in accordance with income tax regulations that may differ from accounting principles generally accepted in the United States of America. These differences may include the treatment of non-taxable dividends, market premium and discount, non-deductible expenses, expiring capital loss carryovers, foreign currency gain or loss, gain or loss on futures contracts, partnerships, operating losses and losses deferred due to wash sales. Permanent book and tax basis differences relating to shareholder distributions will result in reclassifications to capital paid in on shares of beneficial interest.

E. Expenses

Expenses incurred together by the Fund and other affiliated mutual funds are allocated in proportion to the net assets of each such fund, except where allocation of direct expense to each fund or an alternative allocation method can be more appropriately used.

In addition to the net annual operating expenses that the Fund bears directly, the shareholders of the Fund indirectly bear the Fund’s pro-rata expenses of any underlying mutual funds in which the Fund invests.

F. Foreign Currency Translation

Non-U.S. investment securities and other assets and liabilities denominated in foreign currencies are translated into U.S. dollar amounts at the foreign currency exchange rate effective at the end of the reporting period. Cost of investments is translated at the currency exchange rate effective at the trade date. The gain or loss resulting from a change in currency exchange rates between the trade and settlement date of a portfolio transaction is treated as a gain or loss on foreign currency. Likewise, the gain or loss resulting from a change in currency exchange rates between the date income is accrued and the date it is paid is treated as a gain or loss on foreign currency. The Fund does not isolate that portion of the results of operations arising from changes in foreign exchange rates on investments from the fluctuations arising from changes in the market prices of securities held. Such fluctuations are included with the net realized and unrealized gain or loss on investments.

G. Securities Lending

The Fund may loan securities to qualified brokers through an agreement with Brown Brothers Harriman (“BBH”), as a third party lending agent. Under the terms of agreement, when doing so the Fund is required to maintain collateral with a market value not less than 100% of the market value of loaned securities. Collateral is adjusted daily in connection with changes in the market value of securities on loan. Collateral may consist of cash and securities issued by the U.S. Government or its agencies. Cash collateral is invested in a short-term money market fund. Dividends earned on the collateral and premiums paid by the broker are recorded as income by the Fund net of fees and rebates charged by BBH for its services as securities lending agent and in connection with this securities lending program. Lending portfolio securities involves a risk of delay in the recovery of the loaned securities or in the declining value of the collateral.

23

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

At September 30, 2016, the Fund had securities on loan with a market value of $12,041 and a cash collateral of $12,244.

H. Earnings Credit and Interest

Through arrangements with the Fund’s custodian, the Fund either receive an earnings credit or interest on agreed upon target un-invested cash balances to reduce the Fund’s custody expenses. The credits are reflected as “Earnings credits from Custodian” and the interest is reflected under “Interest income” in the Fund’s Statements of Operations for the period, as applicable.

Note 3. Investment Advisory Fees and Related Party Transactions

($ reported in thousands)

A. Adviser

Virtus Investment Advisers, Inc. (the “Adviser”), an indirect wholly-owned subsidiary of Virtus Investment Partners, Inc. (“Virtus”), is the adviser to the Trust. The Adviser manages the Fund’s investment programs and general operations of the Fund, including oversight of the Fund’s subadviser.

As compensation for its services to the Fund, the Adviser is entitled to a fee based upon the following annual rates as a percentage of the average daily net assets of the Fund:

First $1 Billion	$1+ Billion
1.00%	0.95%

B. Subadvisers

Vontobel Asset Management, Inc. (the “Subadviser”) is subadviser to the Fund. The subadviser manages the investments of the Fund for which the subadviser is paid a fee by the Adviser.

C. Distributor

($ reported in thousands)

VP Distributors, LLC (“VP Distributors”), an indirect wholly-owned subsidiary of Virtus, serves as the distributor of the Fund’s shares. VP Distributors has advised the Fund that for the fiscal period (the “period”) ended September 30, 2016, it retained net commissions of $51 of Class A Shares and deferred sales charges of $84 and $52 for Class A Shares and Class C Shares, respectively.

In addition, the Fund pays VP Distributors distribution and/or service fees under a 12b-1 plan as a percentage of the average daily net assets of each respective class at the annual rates as follows: Class A shares 0.25%; Class C shares 1.00% Class I and Class R6 shares are not subject to a 12b-1 plan. Prior to its elimination on February 26, 2015, VP Distributors was also entitled to a service fee under a Shareholder Services Plan for Class I shares, at the rate of 0.05% of the average daily net assets of such class of the Fund; however, VP Distributors had waived such fee prior to its elimination, so the Fund’s Class I shares did not pay such fee during the fiscal year ended December 31, 2015.

Under certain circumstances, shares of certain Virtus Mutual Funds may be exchanged for shares of the same class of certain other Virtus Mutual Funds on the basis of the

24

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

relative NAV per share at the time of the exchange. On exchanges with share classes that carry a CDSC, the CDSC schedule of the original shares purchased continues to apply.

D. Administrator and Transfer Agent

Virtus Fund Services, LLC, an indirect wholly-owned subsidiary of Virtus, serves as the administrator and transfer agent to the Fund.

For the period ended September 30, 2016, the Fund incurred administration fees totaling $5,864 which are included in the Statements of Operations.

For the period ended September 30, 2016, the Fund incurred transfer agent fees totaling $10,603 which are included in the Statements of Operations. A portion of these fees was paid to outside entities that also provide services to the Trust. The Transfer Agent may from time to time temporarily waive all or a portion of its transfer agent fees.

E. Affiliated Shareholders

At September 30, 2016, Virtus and its affiliates, and the retirement plans of Virtus and its affiliates, held shares which may be redeemed at any time, of the Fund in the following aggregated amounts:

	Shares		Aggregate Net Asset Value
Class R6		9,749	$	100

F. Trustee Compensation

The Trust provides a deferred compensation plan for its Trustees who receive compensation from the Trust. Under the deferred compensation plan, Trustees may elect to defer all or a portion of their compensation. Amounts deferred are retained by the Trust, and then, to the extent permitted by the 1940 Act, in turn, may be invested in the shares of affiliated or unaffiliated mutual funds selected by the participating Trustees. Investments in such instruments are included in “Other Assets” on the Statement of Assets and Liabilities at September 30, 2016.

Note 4. Purchases and Sales of Securities

($ reported in thousands)

Purchases and sales of securities (excluding U.S. Government and agency securities, and short-term securities) during the period ended September 30, 2016, were as follows:

Purchases		Sales
$	1,950,902	$	4,898,915

There were no purchases or sales of long term U.S. Government and agency securities for the Fund during the period ended September 30, 2016.

25

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 5. 10% Shareholders

As of September 30, 2016, the Fund had individual shareholder account(s) and/or omnibus shareholder account(s) (comprised of a group of individual shareholders), which individually amounted to more than 10% of the total shares outstanding of each such Fund as detailed below:

% of Shares Outstanding			Number of Accounts
	41	%		2*

* None of the accounts are affiliated.

Note 6. Credit Risk and Asset Concentration

In countries with limited or developing markets, investments may present greater risks than in more developed markets and the prices of such investments may be volatile. The consequences of political, social or economic changes in these markets may have disruptive effects on the market prices of these investments and the income they generate, as well as the Fund’s ability to repatriate such amounts.

The Fund may invest a high percentage of its assets in specific sectors or countries of the market in the pursuit of its investment objectives. Fluctuations in these sectors of concentration may have a greater impact on the Fund, positive or negative, than if the Fund did not concentrate its investments in such sectors.

At September 30, 2016, the Fund securities issued by various companies in specific sectors detailed below:

Sector		Percentage of Total Investments
	Consumer Staples		42	%

Note 7. Illiquid and Restricted Securities

Investments are generally considered illiquid if they cannot be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the Fund. Additionally, the following information is also considered in determining liquidity: the frequency of trades and quotes for the investment, whether the investment is listed for trading on a recognized domestic exchange and/or whether two or more brokers are willing to purchase or sell the security at a comparable price, the extent of market making activity in the investment and the nature of the market for investment. Illiquid securities are footnoted as such at the end of the Fund’s Schedule of Investments, where applicable. However, a portion of such footnoted securities could be liquid where the Fund’s Subadviser determines that some, though not all, of the position could be disposed of within seven days in the ordinary course of business at the approximate amount at which such securities have been valued by the Fund.

Restricted securities are illiquid securities, as defined above, not registered under the Securities Act of 1933, as amended (the “1933 Act”). Generally, 144A securities are excluded from this category, except where defined as illiquid.

The Fund will bear any costs, including those involved in registration under the 1933 Act, in connection with the disposition of such securities.

26

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

At September 30, 2016, the Fund did not hold any securities that were both illiquid and restricted.

Note 8. Federal Income Tax Information

($ reported in thousands)

At September 30, 2016, federal tax cost and aggregate gross unrealized appreciation (depreciation) of securities held by the Fund were as follows:

Federal Tax Cost	Unrealized Appreciation	Unrealized (Depreciation)	Net Unrealized Appreciation (Depreciation)
$6,500,520	$1,005,202	($146,448)	$858,754

The differences between book basis cost and tax basis cost were attributable primarily to the tax deferral of losses on wash sales.

The Fund has capital loss carryforwards available to offset future realized capital gains as follows:

No Expiration		Total
Short-term	Long-term
$348,891	$412,731	$761,622

The Trust may not realize the benefit of these losses to the extent the Fund does not realize gains on investments prior to the expiration of the capital loss carryovers.

Under the Regulated Investment Company Modernization Act of 2010 (the “Act”), net capital losses recognized for tax years beginning after December 22, 2010, may be carried forward indefinitely, and their character is retained as short-term and/or long-term losses.

Capital losses realized after October 31 and certain late year losses may be deferred and treated as occurring on the first day of the following fiscal year. For the fiscal period ended September 30, 2016, the Fund deferred and recognized qualified late year losses as follows:

Late Year Ordinary Losses Deferred	Late Year Ordinary Losses Recognized	Capital Loss Deferred	Capital Loss Recognized
$—	$6,533	$—	$64,653

The components of distributable earnings on a tax basis (excluding unrealized appreciation (depreciation) which are disclosed in the beginning of this note) consist of the following:

Undistributed Ordinary Income	Undistributed Long-Term Capital Gains
$25,349	$—

The differences between the book and tax basis components of distributable earnings relate principally to the timing of recognition of income and gains for federal income tax purposes. Short-term gain distributions reported in the Statements of Changes in Net Assets, if any, are reported as ordinary income for federal tax purposes. Distributions are determined on a tax basis and may differ from net investment income and realized capital gains for financial reporting purposes.

27

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

The tax character of dividends and distributions paid during the years ended September 30, 2016 and December 31, 2015 and 2014 was as follows:

	2016		2015		2014
Ordinary Income	$	—	$	86,600	$	68,985
Long-Term Capital Gains		—		—		83,430
Total	$	—	$	86,600	$	152,415

Note 9. Reclassification of Capital Accounts

($ reported in thousands except as noted)

For financial reporting purposes, book basis capital accounts are adjusted to reflect the tax character of permanent book/tax differences. Permanent reclassifications can arise from differing treatment of certain income and gain transactions, nondeductible current year net operating losses, expiring capital loss carryovers and investments in passive foreign investment companies. The reclassifications have no impact on the net assets or NAV of the Fund. As of September 30, 2016, the Fund recorded reclassifications to increase (decrease) the accounts as listed below:

Capital Paid in on Shares of Beneficial  Interest	Accumulated Net Realized Gain (Loss)	Undistributed Net Investment Income (Loss)
$—	$3,387	$(3,387)

Note 10. Borrowings

($ reported in thousands)

On June 29, 2016, the Fund and other affiliated funds renewed a $50,000 secured line of credit. The Credit Agreement (the “Agreement”) is with a commercial bank (the “Bank”) that allows the Fund to manage large unexpected redemptions and trade fails, up to a limit of one-third of the Fund’s total net assets in accordance with the Agreement. The agreement has a term of 364 days and is renewable by the Fund with the Bank’s consent. Interest is charged at the higher of the LIBOR (London Interbank Offered Rate) or the Federal Funds rate plus an additional percentage rate on the amount borrowed. Commitment fees are charged on the undrawn balance. The Fund and other affiliated funds are individually, and not jointly, liable for their particular advances, if any, under the line of credit. The Bank has the ability to require repayment of outstanding borrowings under the Agreement upon certain circumstances such as an event of default.

The Fund had no outstanding borrowings at any time during the period ended September 30, 2016.

Note 11. Indemnifications

Under the Trust’s organizational documents, its Trustees and officers are indemnified against certain liabilities arising out of the performance of their duties to the Fund. Each Trustee has entered into an indemnification agreement with the Trust. In addition, in the normal course of business, the Fund enter into contracts that provide a variety of indemnifications to other parties. The Fund’s maximum exposure under these arrangements is unknown as this would involve future claims that may be made against the Fund and that have not occurred. However, the Fund has not had prior claims or losses pursuant to these arrangements and expect the risk of loss to be remote.

28

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

Note 12. Regulatory Matters and Litigation

From time to time, the Trust, the Fund’s Adviser and/or Subadviser and/or their affiliates may be involved in litigation and arbitration as well as examinations and investigations by various regulatory bodies, including the SEC, involving compliance with, among other things, securities laws, client investment guidelines, laws governing the activities of broker-dealers and other laws and regulations affecting their products and other activities. At this time, the Adviser believes that the outcomes of such matters are not likely, either individually or in the aggregate, to be material to these financial statements.

On February 20, 2015, a putative class action complaint (In re Virtus Investment Partners, Inc. Securities Litigation; formerly styled as Tom Cummins v. Virtus Investment Partners Inc. et al.) alleging violation of the federal securities laws was filed by an individual shareholder against Virtus and certain of its officers (the “defendants”) in the United States District Court for the Southern District of New York. On August 21, 2015, the lead plaintiff filed a Consolidated Class Action Complaint (the “Consolidated Complaint”) amending the originally filed complaint and adding the Trust as a defendant. The Consolidated Complaint was purportedly filed on behalf of all purchasers of Virtus common stock between January 25, 2013 and May 11, 2015 (the “Class Period”). The Consolidated Complaint alleges that during the Class Period, the defendants disseminated materially false and misleading statements and concealed material adverse facts relating to certain funds previously subadvised by F-Squared Investments, Inc. and/or its affiliates (“F-Squared”). The plaintiff seeks to recover unspecified damages. A motion to dismiss the Consolidated Complaint was filed on behalf of the defendants on October 21, 2015. Pursuant to an Opinion & Order (“Order”) filed on July 1, 2016, the court granted in part and denied in part the defendants’ motion to dismiss. Although the Order narrows the scope of the claims asserted, claims under Sections 10(b) and 20(a) of the Exchange Act and Rule 10b-5 thereunder survive the motion. The defendants filed an Answer to the Consolidated Complaint on August 5, 2016. Virtus and its affiliates, including the Adviser, believe that the suit is without merit and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

On May 8, 2015, a putative class action complaint (Mark Youngers v. Virtus Investment Partners, Inc. et al.) alleging violations of certain provisions of the federal securities laws was filed in the United States District Court for the Central District of California. The complaint, which was purportedly filed on behalf of purchasers of certain Virtus Funds previously subadvised by F-Squared between May 8, 2010 and December 22, 2014, inclusive (the “Class Period”), alleged claims against Virtus, certain Virtus officers and affiliates (including the Adviser, Euclid Advisors LLC (“Euclid”) and VP Distributors, LLC), the trustees and certain officers of the Trust, and certain other parties (the “defendants”). The complaint alleges that during the Class Period the defendants disseminated materially false and misleading statements and concealed or omitted material facts necessary to make the statements made not misleading. On October 1, 2015, the plaintiff filed a First Amended Class Action Complaint which, among other things, added a derivative claim for breach of fiduciary duty on behalf of the Trust. On October 19, 2015, the United States District Court for the Central District of California entered an order transferring the action to the Southern District of New York. On January 4, 2016, Plaintiffs filed a Second Amended Complaint. Motions to dismiss were filed on behalf of Virtus, its officers and affiliates and the independent trustees on February 1, 2016. An Opinion & Order (“Order”) granting in part

29

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

NOTES TO FINANCIAL STATEMENTS (Continued)

SEPTEMBER 30, 2016

and denying in part the defendants’ motions to dismiss was issued on July 1, 2016. The Order dismissed all claims against the Adviser, Euclid, the independent trustees and certain of the other individual defendants and narrowed the claims asserted against the remaining defendants. The remaining defendants filed an Answer to the Second Amended Complaint on August 5, 2016. The defendants filed a motion to certify an interlocutory appeal of the July 1, 2016 order to the Court of Appeals for the Second Circuit on August 26, 2016. Oral argument on the motion is scheduled for October 7, 2016. Virtus and its affiliates, including the Adviser, believe that the suit has no basis in law or fact and intend to defend it vigorously. The Trust believes that the risk of loss to the Fund as a result of this suit is remote. The Adviser does not believe that the suit will have any impact on its ability to provide services to the Fund.

Note 13. Subsequent Events

Management has evaluated the impact of all subsequent events on the Fund through the date the financial statements were issued and has determined that there are no subsequent events requiring recognition or disclosure in the financial statements.

30

Report of Independent Registered Public

Accounting Firm

To the Board of Trustees of

Virtus Opportunities Trust and

Shareholders of the Funds, as defined:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations, of changes in net assets, and the financial highlights present fairly, in all material respects, the financial position of Virtus Emerging Markets Opportunities Fund ((one of the funds constituting Virtus Opportunities Trust, hereafter referred to as the “Fund”)) at September 30, 2016, the results of its operations and its cash flows for the period ended September 30, 2016 and for the year ended December 31, 2015, the changes in its net assets for the period ended September 30, 2016 and each of the two years in the period ended December 31, 2015 and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at September 30, 2016 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

Philadelphia, Pennsylvania

November 22, 2016

31

VIRTUS EMERGING MARKETS OPPORTUNITIES FUND

TAX INFORMATION NOTICE (Unaudited)

SEPTEMBER 30, 2016

($ reported in thousands)

For the fiscal period ended September 30, 2016, the Fund makes the following disclosures for federal income tax purposes. Below is listed the percentage, or the maximum amount allowable, of its ordinary income dividends to qualify for the lower tax rates (“QDI”) applicable to individual shareholders, and the percentage of ordinary income dividends earned by the Fund which qualifies for the dividends received deduction (“DRD”) for corporate shareholders. The actual percentage of QDI and DRD for the calendar year will be designated in year-end tax statements. The Fund designates the amounts below as long-term capital gains dividends (“LTCG”) taxable at a 20% rate, or lower depending on the shareholder’s income ($ reported in thousands). LTCG amounts, if subsequently different, will be designated in the next annual report.

QDI	DRD	LTCG
100%	13%	$—

For the period ended September 30, 2016, the Fund recognized $120,100 (reported in thousands) of foreign source income on which the Fund paid foreign taxes of $5,936 (reported in thousands). This information is being furnished to you pursuant to notice requirements of Section 853(a) and 855(d) of the Internal Revenue Code, as amended, and the Treasury Regulations thereunder.

32

FUND MANAGEMENT TABLES

Information pertaining to the Trustees and officers of the Trust as of September 30, 2016, is set forth below. The statement of additional information (SAI) includes additional information about the Trustees and is available without charge, upon request, by calling (800) 243-1574. The address of each individual, unless otherwise noted, is 100 Pearl Street, Hartford, CT 06103-4506. There is no stated term of office for Trustees of the Trust.

Independent Trustees

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Thomas J. Brown YOB: 1945 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2011), Virtus Variable Insurance Trust (9 portfolios); Director (since 2010), D’Youville Senior Care Center; and Director (since 2005), VALIC Company Funds (49 portfolios).
Burke, Donald C. YOB: 1961 Elected: 2016 69 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios), Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2014) closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director, Avista Corp. (energy company) (since 2011); Trustee, Goldman Sachs Fund Complex (2010 to 2014); and Director, BlackRock Luxembourg and Cayman Funds (2006 to 2010).
Roger A. Gelfenbien YOB: 1943 Elected: 2016 65 Portfolios	Retired. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2000), Virtus Variable Insurance Trust (9 portfolios); and Director (since 1999), USAllianz Variable Insurance Product Trust (42 portfolios).
John R. Mallin YOB: 1950 Elected: 2016 65 Portfolios	Partner/Attorney (since 2003), McCarter & English LLP (law firm), Real Property Practice Group; and Member (since 2014), Counselors of Real Estate. Trustee (since 2016), Virtus Mutual Fund Complex (52 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Horizon, Inc. (non-profit); and Trustee (since 1999), Virtus Variable Insurance Trust (9 portfolios).
McClellan, Hassell H. YOB: 1945 Elected: 2015 65 Portfolios	Retired (since 2013); and Professor (1984 to 2013), Wallace E. Carroll School of Management, Boston College. Trustee (since 2016), Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Mutual Fund Complex (52 portfolios); and Director (since 2010), Barnes Group, Inc. (diversified global components manufacturer and logistical services company); Trustee, Virtus Variable Insurance Trust (9 portfolios) (since 2008); and Trustee, John Hancock Fund Complex (since 2000) (collectively, 228 portfolios).
McLoughlin, Philip YOB: 1946 Elected: 1999 74 Portfolios	Retired. Director and Chairman (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee and Chairman (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Trustee/Director and Chairman (since 2011), Virtus Closed-End Funds (3 funds); Chairman and Trustee (since 2003), Virtus Variable Insurance Trust (9 portfolios); Director (since 1995), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); Director (since 1991) and Chairman (since 2010), Lazard World Trust Fund (closed-end investment firm in Luxembourg); and Trustee (since 1989) and Chairman (since 2002), Virtus Mutual Fund Complex (52 portfolios).
McNamara, Geraldine M. YOB: 1951 Elected: 2001 69 Portfolios	Retired. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios); Trustee (since 2015), Virtus Variable Insurance Trust (9 portfolios); Director (since 2003), closed-end funds managed by Duff & Phelps Investment Management Co. (4 funds); and Trustee (since 2001), Virtus Mutual Fund Complex (52 portfolios).

33

FUND MANAGEMENT TABLES (Continued)

Independent Trustees (Continued)

Name, Year of Birth, Year Elected and Number of Funds Overseen	Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee
Oates, James M. YOB: 1946 Elected: 2000 70 Portfolios	Managing Director (since 1994), Wydown Group (consulting firm). Director (since 2016), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios); Trustee/Director (since 2013), Virtus Closed-End Funds (3 funds); Trustee (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Chairman and Trustee (since 2005), John Hancock Fund Complex (228 portfolios); Director (2002 to 2014), New Hampshire Trust Company; Chairman (since 2000), Emerson Investment Management, Inc.; Non-Executive Chairman (2000 to 2014), Hudson Castle Group, Inc. (formerly IBEX Capital Markets, Inc.) (financial services) Chairman and Director (1999 to 2014), Connecticut River Bank; Director (since 1996), Stifel Financial; and Trustee (since 1987), Virtus Mutual Fund Complex (52 portfolios).
Segerson, Richard E. YOB: 1948 Elected: 2000 65 Portfolios	Retired; and Managing Director (1998 to 2013), Northway Management Company. Trustee (since 2016) Virtus Alternative Solutions Trust (4 portfolios) and Virtus Variable Insurance Trust (9 portfolios); and Trustee (since 1983), Virtus Mutual Fund Complex (52 portfolios).
Verdonck, Ferdinand L.J. YOB: 1942 Elected: 2005 65 Portfolios	Vice Chairman (since 2014), Affirmed Therapeutics (biotechnology); Director (1998 to 2015), The J.P. Morgan Continental European Investment Trust; Director (2005 to 2013), Galapagos N.V. (biotechnology); Director (1998 to 2015) Groupe SNEF; and Mr. Verdonck is also a director of several non-U.S. companies. Trustee (since 2016) Virtus Variable Insurance Trust (9 portfolios) and Virtus Alternative Solutions Trust (4 portfolios); and Trustee (since 2002), Virtus Mutual Fund Complex (52 portfolios).

Interested Trustee

The individual listed below is an “interested person” of the Trust, as defined in Section 2(a)(19) of the 1940 Act, as amended, and the rules and regulations thereunder.

Name, Year of Birth, Year Elected and Number of Funds Overseen

Principal Occupation(s) During Past 5 Years and Other Directorships Held by Trustee

Aylward, George R.* Trustee and President YOB: 1964 Elected: 2006 70 Portfolios

Director, President and Chief Executive Officer (since 2008), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions with Virtus affiliates (since 2005). Chairman and Trustee (since 2015), Virtus ETF Trust II; Trustee and President (since 2013), Virtus Alternative Solutions Trust (4 portfolios); Director (since 2013), Virtus Global Funds, PLC (2 portfolios); Trustee (since 2012) and President (since 2010), Virtus Variable Insurance Trust (9 portfolios); Trustee and President (since 2011), Virtus Closed-End Funds (3 funds); Trustee (since 2006), Virtus Mutual Funds (52 portfolios); and Director, President and Chief Executive Officer (since 2006), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.

* Mr. Aylward is an “interested person,” as defined in the 1940 Act, by reason of his position as President and Chief Executive Officer of Virtus Investment Partners, Inc. (“Virtus”), the ultimate parent company of the Adviser, and various positions with its affiliates, including the Adviser.

34

FUND MANAGEMENT TABLES (Continued)

Officers of the Trust Who Are Not Trustees

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Bradley, W. Patrick YOB: 1972	Executive Vice President (since 2016); Senior Vice President (2013 to 2016); Vice President (2011 to 2013); Chief Financial Officer and Treasurer (since 2006).	Executive Vice President, Fund Services (since 2016), Senior Vice President, Fund Services (2010 to 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2004), Virtus Variable Insurance Trust; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2006), Virtus Mutual Fund Complex; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2012 to 2013) and Treasurer (Chief Financial Officer) (since 2007), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Executive Vice President (since 2016), Senior Vice President (2013 to 2016), Vice President (2011 to 2013), Chief Financial Officer and Treasurer (since 2011), Virtus Closed-End Funds; Vice President and Assistant Treasurer (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Director (since 2013), Virtus Global Funds, PLC; and Executive Vice President (since 2016), Senior Vice President, Chief Financial Officer and Treasurer (2013 to 2016), Virtus Alternative Solutions Trust.
Carr, Kevin J. YOB: 1954	Senior Vice President (since 2013); Vice President (2005 to 2013); Chief Legal Officer, Counsel and Secretary (since 2005).	Senior Vice President (since 2009), Vice President, Counsel and Secretary (2008 to 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2005) with Virtus affiliates; Senior Vice President (since 2013), Vice President (2005 to 2013), Chief Legal Officer, Counsel and Secretary (since 2005), Virtus Mutual Fund Complex; Senior Vice President (2013 to 2014), Vice President (2012 to 2013) and Assistant Secretary (since 2012), Secretary and Chief Legal Officer (2005 to 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Assistant Secretary (since 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2010 to 2013), Virtus Variable Insurance Trust; Vice President and Assistant Secretary (since 2011), Duff & Phelps Global Utility Income Fund Inc.; Senior Vice President and Assistant Secretary (2013 to 2014), Vice President and Assistant Secretary (2012 to 2013), Vice President, Chief Legal Officer, Counsel and Secretary (2011 to 2012), Virtus Closed-End Funds; and Assistant Secretary (since 2013), Virtus Alternative Solutions Trust.

35

FUND MANAGEMENT TABLES (Continued)

Officers of the Trust Who Are Not Trustees (Continued)

Name, Address and Year of Birth	Position(s) Held with Trust and Length of Time Served	Principal Occupation(s) During Past 5 Years
Engberg, Nancy J. YOB: 1956	Vice President and Chief Compliance Officer since 2011.	Vice President (since 2008) and Chief Compliance Officer (2008 to 2011 and since 2016), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various officer positions (since 2003) with Virtus affiliates; Vice President and Chief Compliance Officer (since 2011), Virtus Mutual Fund Complex; Vice President (since 2010) and Chief Compliance Officer (since 2011), Virtus Variable Insurance Trust; Vice President and Chief Compliance Officer (since 2011), Virtus Closed-End Funds; Vice President and Chief Compliance Officer (since 2012), The Zweig Fund and Virtus Global Dividend & Income Fund Inc.; Vice President and Chief Compliance Officer (since 2013), Virtus Alternative Solutions Trust; Chief Compliance Officer (since 2015), ETFis Series Trust I; and Chief Compliance Officer (since 2015), Virtus ETF Trust II.
Waltman, Francis G. YOB: 1962	Executive Vice President (since 2013); Senior Vice President (2008-2013).	Executive Vice President, Product Development (since 2009), Virtus Investment Partners, Inc. and/or certain of its subsidiaries; various senior officer positions (since 2006) with Virtus affiliates; Executive Vice President (since 2013), Senior Vice President (2008 to 2013), Virtus Mutual Fund Complex; Executive Vice President (since 2013), Senior Vice President (2010 to 2013), Virtus Variable Insurance Trust; Executive Vice President (since 2013), Senior Vice President (2011 to 2013), Virtus Closed-End Funds; Director (since 2013), Virtus Global Funds PLC; and Executive Vice President (since 2013), Virtus Alternative Solutions Trust.

36

VIRTUS OPPORTUNITIES TRUST

101 Munson Street

Greenfield, MA 01301

Trustees

George R. Aylward

Thomas J. Brown

Donald C. Burke

Roger A. Gelfenbein

John R. Mallin

Hassell H. McClellan

Philip R. McLoughlin, Chairman

Geraldine M. McNamara

James M. Oates

Richard E. Segerson

Ferdinand L.J. Verdonck

Officers

George R. Aylward, President

Francis G. Waltman, Executive Vice President

W. Patrick Bradley, Executive Vice President, Chief Financial Officer and Treasurer

Nancy J. Engberg, Vice President and Chief Compliance Officer

Kevin J. Carr, Senior Vice President, Chief Legal Officer, Counsel and Secretary

Investment Adviser

Virtus Investment Advisers, Inc.

100 Pearl Street

Hartford, CT 06103-4506

Principal Underwriter

VP Distributors, LLC

100 Pearl St.

Hartford, CT 06103-4506

Administrator and Transfer Agent

Virtus Fund Services, LLC

100 Pearl Street

Hartford, CT 06103-4506

Custodian

JPMorgan Chase Bank, NA

1 Chase Manhattan Plaza

New York, NY 10005-1401

Independent Registered Public

Accounting Firm

PricewaterhouseCoopers LLP

2001 Market Street

Philadelphia, PA 19103-7042

How to Contact Us

Mutual Fund Services 1-800-243-1574

Adviser Consulting Group 1-800-243-4361

Website Virtus.com

Important Notice to Shareholders

The Securities and Exchange Commission has modified mailing regulations for semiannual and annual shareholder fund reports to allow mutual fund companies to send a single copy of these reports to shareholders who share the same mailing address. If you would like additional copies, please call Mutual Fund Services at 1-800-243-1574.

For more information about

Virtus Mutual Funds, please

call your financial representative,

or contact us at 1-800-243-1574

or Virtus.com.

8004 11-16

P.O. Box 9874

Providence, RI 02940-8074

Item 2. Code of Ethics.

(a) The registrant, as of the end of the period covered by this report, has adopted a code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party.

(c) There have been no amendments, during the period covered by this report, to a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, and that relates to any element of the code of ethics described in Item 2(b) of the instructions for completion of Form N-CSR.

(d) The registrant has not granted any waivers, during the period covered by this report, including an implicit waiver, from a provision of the code of ethics that applies to the registrant’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, regardless of whether these individuals are employed by the registrant or a third party, that relates to one or more of the items set forth in paragraph (b) of the instructions for completion of this Item.

Item 3. Audit Committee Financial Expert.

(a)(1) The Registrant’s Board of Trustees has determined that the Registrant has an “audit committee financial expert” serving on its Audit Committee.

(a)(2) The Registrant’s Board of Trustees has determined that Donald C. Burke, Thomas J. Brown and Richard E. Segerson each possess the technical attributes identified in Instruction 2(b) of Item 3 to Form N-CSR to qualify as an “audit committee financial expert.” Each of Mr. Burke, Mr. Brown and Mr. Segerson is an “independent” trustee pursuant to paragraph (a)(2) of Item 3 to Form N-CSR.

(a)(3) Not applicable.

Item 4. Principal Accountant Fees and Services.

● Registrant may incorporate the following information by reference, if this information has been disclosed in the registrant’s definitive proxy statement or definitive information statement. The

proxy statement or information statement must be filed no later than 120 days after the end of the fiscal year covered by the Annual Report.

Audit Fees

(a) The aggregate fees billed for each of the last two fiscal years for professional services rendered by the principal accountant for the audit of the registrant’s annual financial statements or services that are normally provided by the accountant in connection with statutory and regulatory filings or engagements for those fiscal years are $673,744 for 2015 and $697,645 for 2016.

Audit-Related Fees

(b) The aggregate fees billed in each of the last two fiscal years for assurance and related services by the principal accountant that are reasonably related to the performance of the audit of the registrant’s financial statements and are not reported under paragraph (a) of this Item are $90,281 for 2015 and $102,238 for 2016. Such audit-related fees include the out of pocket expenses and cross fund fees.

Tax Fees

(c) The aggregate fees billed in each of the last two fiscal years for professional services rendered by the principal accountant for tax compliance, tax advice, and tax planning are $129,550 for 2015 and $134,875 for 2016.

“Tax Fees” are those primarily associated with review of the Trust’s tax provision and qualification as a regulated investment company (RIC) in connection with audits of the Trust’s financial statement, review of year-end distributions by the Fund to avoid excise tax for the Trust, periodic discussion with management on tax issues affecting the Trust, and reviewing and signing the Fund’s federal income returns.

All Other Fees

(d) The aggregate fees billed in each of the last two fiscal years for products and services provided by the principal accountant, other than the services reported in paragraphs (a) through (c) of this Item are $0 for 2015 and $0 for 2016.

(e)(1) Disclose the audit committee’s pre-approval policies and procedures described in paragraph (c)(7) of Rule 2-01 of Regulation S-X.

The Virtus Opportunities Trust (the “Fund”) Board has adopted policies and procedures with regard to the pre-approval of services provided by PwC. Audit, audit-related and tax compliance services provided to the Fund on an annual basis require specific pre-approval by the Audit Committee. The Audit Committee must approve other non-audit services provided to the Fund and those non-audit services provided to the Fund’s Affiliated Service Providers that relate directly to the operations and financial reporting of the Fund. Certain of these non-audit services that the Audit Committee believes are a) consistent with the SEC’s auditor independence rules and b) routine and recurring services that will not impair the independence of the independent auditors may be approved by the Audit Committee without consideration on a specific case-by-case basis (“general pre-approval”).

The Audit Committee has determined that Thomas J. Brown, Chair of the Audit Committee, may provide pre-approval for such services that meet the above requirements in the event such approval is sought between regularly scheduled meetings. In any event, the Audit Committee is informed of each service approved subject to general pre-approval at the next regularly scheduled in-person Audit Committee meeting.

(e)(2) The percentage of services described in each of paragraphs (b) through (d) of this Item that were approved by the audit committee pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X are as follows:

(b) 0%

(c) 0%

(d) N/A

(f) The percentage of hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year that were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees was less than fifty percent.

(g) The aggregate non-audit fees billed by the registrant’s accountant for services rendered to the registrant, and rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the adviser that provides ongoing services to the registrant for each of the last two fiscal years of the registrant was $528,041 for 2015 and $631,661 for 2016.

(h) The registrant’s audit committee of the board of directors has considered whether the provision of non-audit services that were rendered to the registrant’s investment adviser (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant that were not pre-approved pursuant to paragraph (c)(7)(ii) of Rule 2-01 of Regulation S-X is compatible with maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Schedule of Investments in securities of unaffiliated issuers as of the close of the reporting period is included as part of the report to shareholders filed under Item 1 of this form.

(b) Not applicable.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

There have been no material changes to the procedures by which the shareholders may recommend nominees to the registrant’s board of trustees, where those changes were implemented after the registrant last provided disclosure in response to the requirements of Item 407(c)(2)(iv) of Regulation S-K (17 CFR 229.407) (as required by Item 22(b)(15) of Schedule 14A (17 CFR 240.14a-101)), or this Item.

Item 11. Controls and Procedures.

(a) The registrant’s principal executive and principal financial officers, or persons performing similar functions, have concluded that the registrant’s disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended (the “1940 Act”) (17 CFR 270.30a-3(c))) are effective, as of a date within 90 days of the filing date of the report that includes the disclosure required by this paragraph, based on their evaluation of these controls and procedures required by Rule 30a-3(b) under the 1940 Act (17 CFR 270.30a-3(b)) and Rules 13a-15(b) or 15d-15(b) under the Securities Exchange Act of 1934, as amended (17 CFR 240.13a-15(b) or 240.15d-15(b)).

(b) There were no changes in the registrant’s internal control over financial reporting (as defined in Rule 30a-3(d) under the 1940 Act (17 CFR 270.30a-3(d)) that occurred during the registrant’s second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) Code of ethics, or any amendment thereto, that is the subject of disclosure required by Item 2 is attached hereto.

(a)(2) Certifications pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(a)(3) Not applicable.

(b) Certifications pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the Sarbanes-Oxley Act of 2002 are attached hereto.

(12.other) Not applicable.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

(Registrant)                            Virtus Opportunities Trust                                                      

By (Signature and Title)*	/s/ George R. Aylward
	George R. Aylward, President
	(principal executive officer)

Date                12/9/2016                                                                                                                      

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By (Signature and Title)*	/s/ George R. Aylward
	George R. Aylward, President
	(principal executive officer)

Date                12/9/2016                                                                                                                      

By (Signature and Title)*	/s/ W. Patrick Bradley
	W. Patrick Bradley, Executive Vice President, Chief Financial Officer,       and Treasurer
	(principal financial officer)

Date                12/9/2016                                                                                                                      

^* Print the name and title of each signing officer under his or her signature.

EX-99.CODE

EX-99.CODE ETH

CODE OF ETHICS FOR

CHIEF EXECUTIVE AND SENIOR FINANCIAL OFFICERS

Each Fund is committed to conducting business in accordance with applicable laws, rules and regulations and the highest standards of business ethics, and to full and accurate disclosure — financial and otherwise — in compliance with applicable law. This Code of Ethics applies to each Fund’s Chief Executive Officer, President, Chief Financial Officer and Treasurer (or persons performing similar functions) (together, “Senior Officers”).

Senior Officers must comply with applicable law and have a responsibility to conduct themselves in an honest and ethical manner. They have leadership responsibilities that include creating a culture of high ethical standards and a commitment to compliance, maintaining a work environment that encourages the internal reporting of compliance concerns and promptly addressing compliance concerns.

Senior Officers may be subject to certain conflicts of interest inherent in the operation of the Funds , because the Senior Officers (in addition to their role as senior officers of the Fund) currently or may in the future serve as officers or employees of a Virtus affiliated investment adviser¹ (the “Adviser”), Virtus Investment Partners, Inc. or other affiliates thereof (collectively, “Virtus”) and as officers or trustees/directors of other registered investment companies and unregistered investment funds advised by Virtus.

A variety of laws and regulations applicable to, and certain policies and procedures adopted by, the Fund, the Adviser or Virtus govern certain conduct in connection with many of the conflict of interest situations that arise in connection with the operations of the Fund, including:

● the Investment Company Act of 1940, as amended, and the rules and regulation promulgated thereunder by the Securities and Exchange Commission (the “1940 Act”);

● the Investment Advisers Act of 1940, as amended, and the rules and regulations promulgated thereunder by the Securities and Exchange Commission (the “Advisers Act”);

● the Code of Ethics adopted by the Fund pursuant to Rule 17j-1(c) under the 1940 Act (collectively, the “Fund’s 1940 Act Code of Ethics”);

● one or more codes of ethics adopted by the Adviser that have been reviewed and approved by those Members of the Board that are not “interested persons” of the Fund (the “Independent Members”) within the meaning of the 1940 Act (the “Adviser’s 1940 Act Code of Ethics” and, together with the Fund’s 1940 Act Code of Ethics, the “1940 Act Codes of Ethics”);

● the policies and procedures adopted by the Fund pursuant to Rule 38a-1 under the 1940 Act (collectively, the “Fund Policies”); and

● each Adviser’s general policies and procedures (collectively, the “Adviser Policies”).

The provisions of the 1940 Act, the Advisers Act, the 1940 Act Codes of Ethics, the Fund Policies and the Adviser Policies are referred to herein collectively as the “Additional Conflict Rules”.

¹              Virtus Investment Advisers, Inc. (“VIA”), Virtus Alternative Investment Advisers, Inc. (“VAIA”), Cliffwater Investments LLC, Duff & Phelps Investment Management Co. (“DPIM”), Euclid Advisors LLC (“EAL”), Kayne Anderson Rudnick Investment Management LLC (“KAR”), Newfleet Asset Management, LLC (“NAM”), Newfound Investments, LLC (“NIL”), Rampart Investment Management Company LLC (“RIMCO”), Zweig Advisers LLC (“ZA”)

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This Code of Ethics is different from, and is intended to supplement, the Additional Conflict Rules. Accordingly, a violation of the Additional Conflict Rules by a Senior Officer is hereby deemed not to be a violation of this Code of Ethics, unless and until the Board of the Fund (the “Board”) shall determine that any such violation of the Additional Conflict Rules is also a violation of this Code of Ethics.

Senior Officers Should Act Honestly and Candidly

Each Senior Officer must:

● act with integrity, including being honest and candid while still maintaining the confidentiality of information where required by law or the Additional Conflict Rules;

● comply with the laws, rules and regulations that govern the conduct of the Fund’s operations and report any suspected violations thereof in accordance with the section below entitled “Compliance With Code Of Ethics”; and

● adhere to a high standard of business ethics.

Conflicts Of Interest

A conflict of interest for the purpose of this Code of Ethics occurs when private interests interfere in any way, or even appear to interfere, with the interests of the Fund. Senior Officers are expected to use objective and unbiased standards when making decisions that affect the Fund, keeping in mind that Senior Officers are subject to certain inherent conflicts of interest because Senior Officers of a Fund also are or may be officers of the Adviser and other funds advised or serviced by Virtus.

Questions regarding the application or interpretation of this Code of Ethics should be raised with the Chief Compliance Officer of the Fund (the “Chief Compliance Officer”) prior to taking action.

Some conflict of interest situations that should be approved by the Chief Compliance Officer, if material, include the following:

● the receipt of any entertainment or non-nominal gift by the Senior Officer, or a member of his or her family, from any company with which the Fund has current or prospective business dealings (other than the Adviser or Virtus), unless such entertainment or gift is business related, reasonable in cost, appropriate as to time and place, and not so frequent as to raise any question of impropriety;

● any ownership interest in, or any consulting or employment relationship with, any of the Fund’s service providers, other than the Adviser or Virtus; or

● a direct or indirect financial interest in commissions, transaction charges or spreads paid by the Fund for effecting portfolio transactions or for selling or redeeming shares other than an interest arising from the Senior Officer’s employment by the Adviser or Virtus, such as compensation or equity ownership.

Disclosures

It is the policy of the Funds to make full, fair, accurate, timely and understandable disclosure in compliance with all applicable laws and regulations in all reports and documents that the Fund files with, or submits to, the Securities and Exchange Commission or a national securities exchange and in all other public communications made by the Fund. Senior Officers are required to promote compliance with this

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policy and to abide by the Fund’s standards, policies and procedures designed to promote compliance with this policy.

Each Senior Officer must:

● familiarize himself or herself with the disclosure requirements applicable to the Fund as well as the business and financial operations of the Fund; and

● not knowingly misrepresent, or cause others to misrepresent, facts about the Fund to others, including to the Board, the Fund’s independent auditors, the Fund’s counsel, counsel to the Independent Members, governmental regulators or self-regulatory organizations.

Compliance With Code Of Ethics

Known or suspected violations of this Code of Ethics or other laws, regulations, policies or procedures applicable to the Fund, should be reported on a timely basis to the Chief Compliance Officer or may be reported to the Virtus compliance hotline maintained in accordance with the Fund’s Procedures for Complaints Regarding Accounting, Internal Accounting Controls or Auditing Matters (the “Whistleblower Policy”). In accordance with that Policy, no one will be subject to retaliation because of a good faith report of a suspected violation.

The Fund will follow these procedures (or, alternatively, the procedures set forth in the Whistleblower Policy) in investigating and enforcing this Code of Ethics, and in reporting on this Code of Ethics:

● the Chief Compliance Officer will take all appropriate action to investigate any actual or potential violations reported to him or her;

● violations and potential violations will be reported to the applicable Fund Board after such investigation;

● if the Fund Board determines that a violation has occurred, it will take all appropriate disciplinary or preventive action; and

● appropriate disciplinary or preventive action may include a letter of censure, suspension, dismissal or, in the event of criminal or other serious violations of law, notification of the Securities and Exchange Commission or other appropriate law enforcement authorities.

Waivers Of Code Of Ethics

Except as otherwise provided in this Code of Ethics, the Chief Compliance Officer is responsible for applying this Code of Ethics to specific situations in which questions are presented to the Chief Compliance Officer and has the authority to interpret this Code of Ethics in any particular situation.

Each Fund Board, or any duly designated committee thereof, is responsible for granting waivers of this Code of Ethics, as appropriate. Any changes to or waivers of this Code of Ethics will, to the extent required, be disclosed on Form N-CSR, or otherwise, as provided by Securities and Exchange Commission rules.

Recordkeeping

Records pertaining to the matters covered by this Policy will be maintained and preserved in accordance with applicable laws and regulations and the Fund’s Books and Records Policy.

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All reports and records prepared or maintained pursuant to this Code of Ethics shall be considered confidential and shall be maintained and protected accordingly. Except as otherwise required by law or this Code of Ethics, such matters shall not be disclosed to anyone other than the Independent Members and their counsel, the Fund and its counsel, the Adviser and/or other Virtus entity and its counsel and any other advisors, consultants or counsel retained by the Members, the Independent Members or any committee of the Board.

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EX-99.CERT

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the

Sarbanes-Oxley Act

I, George R. Aylward, certify that:

1. I have reviewed this report on Form N-CSR of Virtus Opportunities Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this

report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:     12/9/2016	/s/ George R. Aylward
	George R. Aylward, President
	(principal executive officer)

Certification Pursuant to Rule 30a-2(a) under the 1940 Act and Section 302 of the

Sarbanes-Oxley Act

I, W. Patrick Bradley, certify that:

1. I have reviewed this report on Form N-CSR of Virtus Opportunities Trust;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

(a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and

(d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5. The registrant’s other certifying officer(s) and I have disclosed to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

(a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:     12/9/2016	/s/ W. Patrick Bradley
	W. Patrick Bradley, Executive Vice President, Chief Financial Officer, and Treasurer
	(principal financial officer)

EX-99.906CE

Certification Pursuant to Rule 30a-2(b) under the 1940 Act and Section 906 of the

Sarbanes-Oxley Act

I, George R. Aylward, President of Virtus Opportunities Trust (the “Registrant”), certify that:

1. The Form N-CSR of the Registrant (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date:   12/9/2016	/s/ George R. Aylward
	George R. Aylward, President
	(principal executive officer)

I, W. Patrick Bradley, Executive Vice President, Chief Financial Officer and, Treasurer of Virtus Opportunities Trust (the “Registrant”), certify that:

1. The Form N-CSR of the Registrant (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.

Date:   12/9/2016	/s/ W. Patrick Bradley
	W. Patrick Bradley, Executive Vice President, Chief Financial Officer, and Treasurer
	(principal financial officer)